Shades of Grey
by TheStorytellerWolf
Summary: Knowing the difference between right and wrong, good and evil, is supposed to be instinctive. Unfortunately, the gang soon learns just how fuzzy that line is as they find themselves falling into the seedy Underworld after XANA's return. POST S2
1. Rabid

_A/N: Hey everyone! Just a word of warning before everything happens: this story splits away from canon after season 2. _

Disclaimer: Don't own Code: Lyoko and characters. Wanre, however, does indeed belong to me.

_ZZZTTTTTT  
_

_The screen flickered in the dimness of the cold room, and a video of a young, fair headed boy started to play.  
_

"_September 30th, 2005, Jeremie Belpois. The program Marabounta was a complete disaster; nearly destroyed all of Lyoko. For whatever reason, XANA-"  
_

_A pause as the boy rubbed his temple and took a deep breath. "XANA helped us destroy it._

_Reason is unknown, but it's presumed to be an act of self-preservation."_

_ZZZTTTTTT_

The weather was warm, but not unbearably so, with the occasional cool breeze blowing on past. Despite this jolly atmosphere, Jeremie continued to grumble and grouse all through his stretches besides Odd, who just grinned that happy-go-lucky grin of his and occasionally pushed the boy genius off balance.

"Come on, Odd," Jeremie groaned, righting himself for the third time in two minutes so that he could balance on his left leg. "Quit pushing me."

"Psshaw, Einstein," Odd tutted with a click of his tongue. He rolled his head against his shoulders and decided to behave himself… for the grand total of a whole minute. With no warning, he reached over and gave Jeremie's shoulder another playful push. "Loosen up a bit, hm? Dunno how you manage to have any fun with that stick up your ass all the time."

Red indignation flooded Jeremie's cheeks, and in a moment of uncharacteristic, childish retaliation, leaned over and gave Odd's side a mighty push. The shorter boy stumbled back a few steps, nearly crashing into Herve.

Meanwhile, near the back of the class, ignoring the sudden commotion that erupted between Odd and Herve, Ulrich and Aelita were gathered together, heads bowed over something held in Ulrich's hands.

"So do you…"

"No, nonono, you do this."

"Oh! I see, no, wait… nevermind."

A sigh. "Alright, let me try explaining it this way…"

A chorus of raised voices echoed across the track field before getting drowned out by Jim's great bellow of a voice. Both Ulrich and Aelita jumped, craning their heads over in time to see Jim pick Herve up by the back of his shirt just as Odd ducked under his wayward fist.

"Now see here! I am NOT going to stand for this horseplay in my class!" He looked down at Herve, who hung like a limp rag from his huge fist. "Now what's the deal, Pichon?"

Herve roused himself with a shake of his head, and immediately pointed a condemning finger at Odd. "He shoved me!"

Odd raised his hands in self-defense, putting on a pair of puppy dog eyes. "Whoa! Wait a minute, I just lost my balance and ended up falling into Herve!" He paused, then added, "Besides, it was just a little tap!"

"You're a dirty liar!" screeched Herve, shaking his finger furiously.

"Now, now," said Jim, shaking the boy in his fist in the same way a tiger would shake an unruly cub. "Let's not be throwing around such accusations. I'm sure Della Robbia didn't mean to shove you-"

"So true!"

"So you two play nice," continued Jim, talking over Odd as he set Herve back onto his feet. The greasy haired teen humphed and went about straightening his shirt dramatically. "And shake hands. We're all friends here."

Herve eyed Odd distastefully to the snickers of the class (or in Nicholas' case, gigglesnorts). Odd merely grinned his usual grin, and held his hand out, chirping, "Yeah, friends?"

Herve's eyes drifted down to the hand in the air, and grumbling under his breath, shook hands.

Jim grinned broadly and clapped his hands together. "Alright! Now, today we're going to be doing hurdles…"

Jeremie glanced around the groaning class, already bored, and slid back between a few of his classmates, grabbing Odd's shirt collar in the process. The shorter boy wheezed for a second before quickly following after Jeremie, who was making his way to Ulrich and Aelita.

"What are you guys doing?" whispered Jeremie, though he really didn't need to whisper when all Jim would hear right now was the sound of his own voice.

"Trying to help Ulrich finish his algebra homework," Aelita responded with a small smile. Jeremie couldn't help but smile in return.

"Oh! I need some help with that too!" Odd said, coming up on the other side of Aelita. She looked over at him and saw him squinting at the scrawl of Ulrich's handwriting.

"Maybe we can do a study group later," Aelita suggested.

"Maybe, if our digital friend-slash-fiend gives us a day off," grumbled Ulrich, staring down at his paper with narrowed eyes.

"You never know," piped up Odd, using Ulrich as a pillar to lean on. "If he does decide to come out, it might just be another attack of his that turns off by itself."

"That is not a good thing, Odd," frowned Jeremie. "And we have no idea why-"

"STERN!"

The group jumped at Jim's roar.

"STERN! GET OVER HERE AND BE AN EXAMPLE!"

Ulrich moaned and shoved his things at Odd, who fumbled with the paper and pencil. He grudgingly trudged to the front of the class and stood at attention as Jim barked out a couple of last minute instructions.

Jim pulled out a timer and snapped his fingers at the boy. On cue, Ulrich dropped into the starting position, carefully balancing himself on his toe and finger tips.

"Ready?"

Ulrich nodded and hunched his shoulders, muscles tense and ready.

"Get set…"

"Yay Ulrich!" _That'd be Sissi, just ignore her._

"GO!"

He shot off like a rocket down the track, arms and legs pumping in sync to give him the momentum needed to clear the bright yellow obstacles in his path. He could hear the group of distorted cheers through the rush of air by his ears. He tuned them out to focus on not tripping up. That certainly wouldn't do here, in this class, for the star player of the school soccer team.

"Go Ulrich!"

Ulrich felt his head turn against his will toward the direction of the voice. For a second he saw her, Yumi, leaning against a sculpted pillar with her armful of books, grinning. And then his foot caught under the bar of the hurdle, and his vision turned to a field of orange red rubber as a sharp burst of pain erupted along the right side of his head and body.

A wave of groans rose up from the PE class in unison.

He could hear Jim's heavy footsteps coming towards him despite the clamor of concerned voices, as well as another pair of lighter, but equally haste footsteps. Ulrich quickly pushed himself into a sitting position, wincing as his head swam and his vision went white with the resulting headrush.

A thump of books falling onto the ground, and then cool fingers took a hold of his jaw to turn his head. Ulrich flushed at the sight of Yumi's concerned face, and immediately wished his fall had knocked him out. Nothing could be worse than embarrassing himself in front of _her_ of all people. She was talking to him, but he couldn't hear a damned word as a ringing sound blared in his ears.

"Ulrich? Ulrich!" Yumi frowned at him and let go of his chin. Nearly the entire right side of his face was scraped and starting to bleed sluggishly, as well as the outside of his arm from what she could see. Yet he was just sitting there with his face red and a dopy expression on his face.

"Ishiyama! What're you doing out here? Don't you have class?"

Yumi looked up to see Jim huffing and puffing his way to a stop by them.

"I was delivering some books to Mr. Chavez," Yumi responded dutifully, gesturing to the scattered pile of books on the ground, " when I saw Ulrich go down." She looked back at said boy, who continued to sit and stare stupidly. "He going to be okay?"

Jim crouched down by Ulrich and thrust his face in front of him. Ulrich blinked slowly a couple of times before letting out a yelp, tumbling back. Jim grinned smugly.

"He'll be fine, but…" He eyed the boy's scrapes. "You should get to the infirmary and, ah, get them cleaned."

Sissi took that moment to appear behind Jim. "I'll take him!"

Ulrich turned to Yumi with pleading eyes. Yumi smirked at him before shaking her head. She looked back at Jim.

"Nah, I'll take him. I have to pass by the infirmary to deliver these books anyway."

Jim nodded in agreement and Yumi busied herself with picking up her books to avoid smirking at Sissi's glaring eyes. As Yumi balanced the books carefully in one arm and helped Ulrich to his feet, Jeremie registered a muffled, urgent beeping coming from beneath the bleaches. He wasn't the only one, as several of the students close by turned and looked around in surprise. Their interest was soon lost, however, as Jim came back to the majority of the class.

"Keep watch for me," whispered Jeremie.

Aelita and Odd nodded as they moved closer to the class, effectively blocking Jeremie from sight until he could duck under the bleachers. He grabbed a black laptop case from the shadows and quickly yanked out the computer. His brows furrowed and his lips pursed as the all too familiar sight of a blinking tower flashed on the screen.

The boy genius slid out from under the bleachers stealthily, hands empty. He walked up close behind Odd and Aelita before whispering, "Show time."

Odd looked excited at the prospect of another mission filled with daring. Aelita frowned and looked suspiciously around the track with narrowed eyes. Then, with no warning whatsoever, she let out a moan and crumpled to her feet in a dead faint.

"Jim!" Jeremie yelled in a panic, falling to his knees next to the unconscious girl. "Jim! Aelita fainted!"

Jim looked up from his stop watch and hustled over. "What? What? What happened?"

"I don't know!" Jeremie all but wailed, looking to be on the verge of tears as he felt for a pulse in Aelita's neck and Odd fanned her face with the hem of his shirt. Before Jim could say anymore, Odd piped up with, "Me an' Einstein'll take her to the infirmary,"

Jim nodded. "Okay; be quick about it now!"

The two boys nodded in solemn unison and carefully picked the pink haired girl up with Jeremie at her head and Odd at her feet. The moment the concerned chatter of their classmates faded away and they walked out of sight behind one of the grand old buildings, Aelita's eyes popped open. After a little insistent tugging with her feet, Odd finally caught on and set her down.

"Brilliant work, you two!" Odd cackled. "Should think about going to Hollywood!"

Aelita giggled and followed after Jeremie down the well worn path in the woods. "Why, thank you, Odd."

"You're welcome, Princess," Odd said with another wide grin. "I meant every word."

Jeremie stopped abruptly, causing Aelita to run into his back. They would have toppled over onto the ground if it wasn't for the fact that Odd had grabbed onto the Aelita's shirt before she completely lost her balance and Jeremie hadn't braced himself against a tree trunk.

"Hey! Einstein what's the big-"

Jeremie made an impatient shushing sound and gestured them back, his bright blue eyes trained on something in the distance. In the silence, rustling sounds and low growls could be heard clearly, getting closer with each passing second.

The trio slowly, carefully, backed up against a tree, ready to break out into a run. The growls and rustling came closer. Odd cast a quick look around before gesturing up at the boughs of the tree at their back to the others. They nodded.

Immediately, Aelita was hefted up onto a branch by Odd and Jeremie. Jeremie went next, and then finally Odd was pulled up into the safety of the canopy. Just in time too, as not a second later the growling thing came into view from behind a large fern.

Odd clapped his hand over Aelita's mouth at the same time she did the same to Jeremie. Both had let out a small gasp at the sight of the thing. The 'thing' was a mutt, roughly the size of a german shepherd, and foaming at the mouth. Its dark fur was matted, and every time it moved it seemed more hair would flutter to the ground; already there were bald spots in its flanks.

The growling increased in volume as it stepped closer to the tree, its block head swinging from side to side. Before it could look up, another dog, slightly smaller and with even less fur, jumped into view and snapped at the first dog. A brief frenzy of snapping and dancing ensued, and then both melted back into the vegetation. Their growls were still audible, but fading as they moved away.

A collective sigh of relief escaped from the three warriors. Aelita and Odd rested their hands back on the bark. Odd cocked his head to the side, listening carefully. The woods were completely silent now. He looked back at the other two, and felt himself grin again with amusement. Einstein and Princess were pointedly looking away from each other, a light pink dusted over their cheeks.

"So, you two want to continue your awkward moment on the go?" he asked, swinging himself down to the ground.

"Shut up, Odd," came Aelita's brilliant reply.

Two thumps announced that both had leapt down to the ground as well.

Jeremie pushed himself out in front of the other two and frowned, listening carefully. The woods were still completely silent save for their own breathing. He started back out along the path with Aelita and Odd following after him soon thereafter. Despite the urgency of getting to the factory, they went slower now than before, whispering when they needed to communicate something with words, all too aware of the fact that those strange dogs could make an appearance at anytime.

* * *

"Jeeze, you really took a nasty fall back there," Yumi remarked as she and Ulrich made their way across the campus to the infirmary.

Ulrich nodded and lightly touched his scraped up cheek, wincing. "Yeah, don't I know it." His dark eyes drifted to the pile of books in Yumi's arms when she shifted her grip on them. "You sure you don't need help with those?"

"I can toss you on your ass during sparring practices. I'm quite sure."

He blushed, making the scrapes burn even more. Ulrich looked off to the ground and grumbled, "Just making sure."

A nudge to his arm made him stop and look over at Yumi with a dejected face.

"I know Ulrich," Yumi started, rolling her shoulders before looking down at the cover of the books in her arms, "and I appreciate it, really. I do, but, you know-"

A snarl ripped through the air like a chainsaw and before either teens could blink, a heavy mass smashed into Yumi's side, knocking her to the ground. More growls were uttered, and the sickening crunch of a book cover split the atmosphere like a gunshot.

Ulrich blinked rapidly, and saw Yumi fending off a slobbering beast of a half bald Doberman. Miraculously, she had managed to grab the top book of her pile and was using it to block those punishing jaws from getting too close to her body.

"Yumi!" Ulrich yelled. Without thinking, he rushed forward and landed a mighty kick just behind the dog's ribcage.

The dog let out an electronic sounding yelp and was knocked onto its side. Quickly, Ulrich grabbed Yumi's arms and pulled her up, just in time to hear a symphony of more snarls coming from under the trees.

Yumi yanked on Ulrich's bad arm, causing him to cry out. She looked at him in apology as they started running.

"What the hell was that?" Ulrich gasped.

"XANA," Yumi panted back.

Barking exploded behind them, causing them to run even harder.

"In here!"

Ulrich felt his shirt yanked in one direction as his body kept going on course. Next thing he knew, his feet dragged against the ground as Yumi manhandled him into one of the dorm buildings. The moment they were inside, he crashed onto the hard tiled floor.

"Quick! Find something that'll hold the doors closed!" Yumi urged, grabbing onto the push-bars of the doors and leaning back.

Ulrich gaped at her. "You honestly think that a broom or something is just going to be laying around here?"

Yumi was slowly being pulled forward by a smart dog who decided to try and pull the door open instead of running into it.

"Just do it!"

* * *

It was already pretty bad having to run through the sewers on a weekly basis; it was another thing entirely to be racing through with a pack of rabid, half dead looking canines at their heels ready to eat them.

"We're here!" gasped Aelita, jumping off of her scooter before it even came to a full stop. It crashed to the concrete and skidded to a stop just inches before falling into the murky waters.

"Good!" Odd flipped his skateboard into his hands with a decisive twist of his foot and held it like it was a two-by-four. "You and Einstein get on to the factory first! I'll catch up!"

"We need you more on Lyoko than here," Jeremie said as he flew past Odd to join Aelita on climbing up the maintenance ladder.

Frenzied barking and splashing announced the arrival of the possessed dogs. They rounded the corner and charged blindly ahead, shoving some of their pack mates into the noxious liquid in their haste.

Odd hunched his shoulders and dropped into a defensive crouch, his grip tightening on the skateboard as the dogs got closer with their eyes rolling and their yellow teeth glinting in the dim lighting.

"Odd! Come on!" yelled Jeremie from up above.

The spiky-haired boy narrowed his eyes, judging the distance between him and the nearest dog. The next second found Odd clambering up the ladder with the skateboard clattering on the ground underneath him. He reached the opening just in time to feel a grip on the heel of his shoe yanking his left foot out from under him. He yelled out in panic.

Jeremie reached down and grabbed a hold of the back of Odd's shirt.

"Heave!" he groaned, and yanked Odd half way out of the hole before practically dragging him out the other half. Both collapsed to the ground just as Aelita shoved the manhole covering back into place.

"I never want to do that again," panted Jeremie, shoving Odd's body off of his legs in order to stand.

"Which part?" Odd asked, letting out a shaking laugh as he panted.

"Boys-"

"This is no time to be funny, Odd!" Jeremie snapped irritably, grabbing the other boy's arm in an attempt to pull him to his feet.

"Boys," Aelita said again, a small waver in her voice.

"Sure it is!" Odd insisted, brushing imaginary dust from his backside. "We just outran a bunch of mangy mu-"

"BOYS!"

Jeremie and Odd stared at Aelita, who pointed towards town. They then directed their gaze along the length of Aelita's arm to the town as one. There, just beyond the horizon line, came the bobbing head of a fierce, snarling, drooling, rabid-

"AYE, CHIHUAHUA!" laughed Odd, clutching his stomach as his body shook with mirth.

"I don't think-" began Aelita, only to be cut off by Odd stooping down to snatch the tiny thing up by the scruff of its neck and chortling, "XANA must be out of dogs if he sent this thing after us."

"Odd stop teasing it," Jeremie scolded, running to the factory. "You're only going to make it angrier."

"Odd," Aelita said, pushing his wiggling fingers away from the teeny dog's snapping maws. "Stop."

"And why should I?" huffed Odd.

"Because that tiny dog has big friends," said Aelita and ran off for the factory.

"What're you…?" Odd looked back at the town and nearly swallowed his tongue at the wave of snarling canines.

"Run away!' he yelped, throwing the Chihuahua up in the air and shooting across the bridge. "Run away! RUN AWAY!"

The chihuahua came back to earth on all fours and chased after Odd yapping up a storm.

* * *

There was nothing quite like sitting on the floor watching mad dogs pace around in the courtyard just beyond the doors. He had managed to find some spare cables from the janitor's closet and tie them around the push bars of the doors before the possessed dogs had knocked Yumi over trying to get in. The windows on either side of the door had taken a beating from the some of the larger dogs, evidenced by the numerous cracks, big and small, radiating out from the sites of impact. Thankfully (or not depending on your point of view) the windows had managed to stay firm longer than the dog's skull.

Ulrich cringed when he looked at the glass cracks and the thin rivulets of blood that were stained into them. At least the dogs managed to hobble away before fainting. _Or dying_, he added silently, finally peeling his eyes away from the windows.

"Any luck Yumi?" he asked hopefully, watching the pacing girl.

"No," she growled, jabbing the 'end call' button. "They must be trying to get to the factory still."

"I hope they're okay…" Ulrich said, running his fingers through his hair.

"I'm sure they are," Yumi said. "You think Odd would let a pack of rabid dogs stop him? He'd probably shoot up a tree and drop a branch on them."

Ulrich had to crack a smile at that. Odd probably would do just that, and he knew that the boy would die before letting Jeremie or Aelita get hurt. Or he'd try to anyway.

"Yeah, you're right. They're probably just getting into the elevator right now."

"Of course," Yumi said while flipping her phone open and closed restlessly. "I'm always right, even when I don't want to be."

_THUDcrack_

The pair jumped and quickly grabbed their respective weapons; a broom for Ulrich and a mop for Yumi, courtesy of another raid of the janitor's closet. Another snarl could be heard followed by another loud thud and several small cracking sounds.

"Uh, Ulrich?"

"Yeah Yumi?"

"Is it me or did that dog get even bigger?"

"It's not you."

* * *

"Scanner, Aelita."

They had barely made it into the elevator without getting hurt. They were lucky. Odd lost his shoe to the chihuahua. He was on karma's watch list.

"Scanner, Odd."

She never really understood why the light had to be so bright within the scanners. She always closed her eyes against it, even though it still bled through her eyelids in a red light.

"Virtualization!"

A blast of wind blew up from her feet and her hands fisted in the front pocket of her skirt to keep it from blowing upwards. She always felt it peculiar, that feeling of losing her breath followed by a tingling numbness.

The light mercifully faded from her sight, and when she opened her eyes they took in the view of soothing greens, creams, and browns. A split second later she felt her stomach fly up into her throat as she was dropped onto the coarse, short grass and dirt that served as the forest sector's walkway.

"Aw-right," Odd purred, doing a back flips followed by a languid stretch, "nothin' like a nice ass whooping to make up for the loss of a shredded shoe."

"Well, if you hadn't teased the poor thing, maybe it would've spared your shoe," giggled Aelita.

"Poor?" gasped Odd in an outrage, "POOR? That thing was a menace!" The purple cat-boy huffed and crossed his hands over his chest. "Besides, it would've mauled it anyway!"

"Right."

"Are you two done?" Jeremie's exasperated, disembodied voice asked. "Let me remind you that we have a mission here!"

"Yeah, yeah," Odd said, flapping a hand at the sky. "Just call up the vehicles and we'll get going!"

The overboard materialized into view at Odd's feet. "Already done. The tower's located at 22 degrees southwest of you. Hurry before XANA's welcoming committee comes for you!"

"Yeeeeeees muth-er," Odd drawled with a roll of his eyes. Aelita shook her head, bemused, and leapt onto the board behind Odd.

The rockets flared to life with her added weight and the two warriors shot off down the pathway. Over the constant, dim hum of the overboard and rush of air, Aelita could have sworn she heard a low growl.

* * *

It wasn't the doberman from before, thank god for that. The poor, possessed thing had practically bashed its skull in trying to ram open the window. No, instead, this time a mastiff that had been pacing around the courtyard had started to charge at the window, trying to break in with its shoulder. It was amazing that the glass hadn't completely shattered yet against the XANA powered dogs.

Her hands hurt from holding the handle of the mop so tight that her knuckles were white. No matter what XANA threw at them, she was always the one who tried to retain somewhat of a cool head. It was instinctive, being the oldest of the group. However, it didn't change the fact that she still got terrified whenever XANA sent an attack that was like something straight out of a horror movie.

Yumi's eyes were drawn to the bared teeth of the giant of a dog involuntarily, and she tensed her legs to prevent them from shaking.

"Ulrich," she said, shifting her weight from side to side.

"What?"

"Someone needs to get to the factory, and you won't last against these dogs."

"WHAT?"

Yumi winced, and forced herself to stare down a very livid looking Ulrich.

"You're hurt. You won't last long enough."

"And _you_ can? Forget it, Yumi. I'm _not-_"

A tell-tell crack of wood.

"Don't argue with me-"

"Oh, I'm arguing with you." He shook his broom at her. "I'm _not. Leaving_."

"Don't be stupid, Ulrich!" she finally yelled, "Aelita needs more than Odd to be her cover

nowadays. You _need_ to go!"

"But-"

"I'm counting to three." Yumi focused her eyes on the window threatening to break open.

"One..."

"Yumi-"

"Two…"

"Yumi, please-"

Yumi closed her eyes and took in a deep breath before facing him. This was going to hurt, but staying might kill him, and she _really_ didn't want that.

"Ulrich, _leave_. I'm not Sissi, I don't need to be saved by some knight in shining armor and especially not by _you_. LEAVE."

Ulrich practically deflated; the broom head nearly touched the ground. Without a word, he turned and fled down the hall.

She let out a slow sigh of relief before whirling on her heel and dashing down the opposite hall.

"Three."

The mastiff let out a bone chilling howl and charged the window. The window finally shattered and the dog landed heavily on its side. It immediately scrambled to its feet, tearing up the varnished floor as the other windows of the building also broke and immediately filled with furred bodies.

* * *

"Hoo, sure is quiet ain't it?" Odd asked, zipping in between a couple of trees.

"Yeah," Aelita agreed, taking one hand off of his waist to shield her eyes as she scanned the area warily. "I wonder where XANA is."

"Einstein, you sure you don't see anything on that fancy schmany monitor?"

"No. Oh! Wait, three hornets coming your way from the south!"

Odd let out a joyful cackle and banked a hard right, making Aelita squeal and grip onto him tighter to avoid falling off. Odd only laughed more.

"Only three?" he asked while edging the board down closer to the ground. "Well shucks, XANA's too kind!"

A laser zipped past his ear not a second later, followed in quick succession by two impacts against his chest that sent him flying with a yowl. He twisted his body in midair, landing on his feet in a crouch.

"Laser arrow!" The arrowhead narrowly missed a beating wing and the hornets scattered out of formation.

"Aelita! Get to the tower! I'll take care of these guys." Odd grinned and cocked his gloves. Honestly it was a little too much fun sometimes making the monsters explode, but then, there never was such a thing as too much fun. Aelita looked doubtful, but she nodded her affirmation and zoomed off down the path.

"Alright," Odd growled, shooting off another laser. "Now you girls have my full, undivided attention!" A hornet exploded with a spectacular show of lights and sound.

The boy crowed his triumph, but was cut short by another laser blast to his back. The remaining hornets had circled around him while the third exploded and had taken advantage of his opening.

"Careful Odd your life points are already half gone!"

Odd whirled around without a pause, ignoring the tingling sensations that lingered after any injury in Lyoko, and fired off another shot with his usual battle cry. The convenient target sign on the hornets were hit dead on and they immediately exploded like their sister monster.

"Ha!" Odd did another backflip to express the rush of adrenaline coursing through his body and punched the air a couple times. "That's three for Odd, zero for XA-"

_WHAM!_

"Odd? You just lost another 20 life points! What the heck is happening down there?"

Odd scrambled to keep a hold on the walkway, the claws on his gloves aiding him in his efforts while making claw marks in the ground. "I don't know! Something just attacked me and disappeared!"

He finally pulled himself back from the edge and immediately stood up, ready to fire. One hand was clamped against his side, an instinctive reaction despite the barriers in place against a great amount of pain. Ten slash marks decorated his side with sparks flying up between his fingers.

"You see anything Jeremie?"

"The supercomputer's coming up with a question mark from something to your right. It must be a new monster!"

His hand swung over to his right and his eyes squinted, ready to shoot.

All he saw were trees. "What the…?" Odd lowered his hand and looked up at the sky questioningly. "I think your computer's going seni-"

His voice was drowned out in a roar from behind him. Odd twisted around and shot an arrowhead without even thinking, but the last thing he saw was a blur of green, red, and black from above before he was devirtualized.

The scanner doors whooshed open in front of him, and Odd had to grip onto the sides of the scanner to avoid completely face planting on the ground. His limbs were weighed down with exhaustion and the knowledge that now Aelita was completely alone, with a deadly new monster in addition to the usual.

"Oh no."

* * *

His scrapes burned as he ran. Normally he would have no problems making the trip from the boiler room to the factory, but that fall had given him more than a few bruises. Ulrich stopped and leaned against the dirty sewer wall. He had spotted a lot of paw prints on the walkway, and really didn't fancy running into another pack of the XANA dogs.

His cell phone started vibrating and he answered it without even glancing at the screen.

"This better be good news."

"Sorry Ulrich." Jeremie, and he sounded panicky. That was never a good sign. "Odd got devirtualized and Aelita's all alone on Lyoko with a new monster on the loose!"

Ulrich groaned loudly and rubbed the heel of his palm against his forehead. "Okay, okay. I'm almost at the factory tell her to hang on as long as she can." He flipped the phone closed and peered around the corner.

The walkway was empty. He let out the breath that he didn't realize he was holding and quickly scurried to and up the ladder, holding the broom away from his body as he went to avoid catching it between the rungs. Once he got to the top he slowly lifted the cover up and peered out. Five dogs lingered around the opening of the factory, sniffing the air and pacing around.

"Crap." He lowered the cover and clung onto the top rung, thinking hard. He rubbed his thumb against the cover of his phone as he thought before flipping it back open and pushing the speed dial for Jeremie.

"What is it Ulrich?"

"XANA's puppies are guarding the entrance and I'm seriously not in any shape to take them on right now."

He heard the microphone being muffled and Jeremie's voice muttering venomously on the other end before being uncovered again. "Okay, listen up. I'm going to have Odd go out and distract the dogs. The moment you see them move away, _run_."

"Right, gotcha."

* * *

Yumi pulled on doors as she ran down the hallway, looking for any that wasn't locked. She had already lost her mop fighting off some of the faster dogs, and her legs were threatening to collapse underneath her. She made a skidding turn and stomped up a flight of stairs, not daring to even peek over her shoulder as the barking became even louder.

After nearly running into a wall at the top of the stairs, she turned to her right and fortune must have been smiling down on her, for the first door knob she grabbed turned and she immediately leapt into the room and slammed the door shut behind her.

"Oh, _god_," she groaned, sliding to the floor as the door was jostled behind her by claws and furry bodies. "That tower better be almost deactivated."

* * *

The roar had startled her out of her wits. Aelita had nearly fallen off of the overboard. None of the monsters ever _roared_; they clicked and screeched and made bug noises. Jeremie had freaked out, like he always did whenever she was left alone on Lyoko. She was a little disappointed at that; she was hoping that after regaining her memories he'd calm down a little more considering she didn't have to go into a way tower in order to be materialized anymore.

But then again, worrying about her survival had probably become ingrained into his brain by now.

"Tower should be coming up any second now Aelita," Jeremie's voice called out overhead.

Aelita narrowed her eyes as she searched for the red mist that indicated an activated tower among the trees. After several seconds of searching she spotted it and smiled.

"And you better hurry it up Aelita, the monster that attacked Odd is gaining on you!"

"Got it Jeremie!" she confirmed, kicking the rockets on the overboard into hyper drive.

She didn't go more than five feet before she was tackled to the ground by something that felt like a bulldozer. Naturally, she screamed.

"Aelita? Aelita! What's going on?"

She hit the ground and tumbled just as the monster leapt away. Before she could even regain her breath she heard a snarl and felt herself lifted off of the ground by the back of her shirt. She was promptly thrown into a nearby tree. A strangled cry escaped her lips as she rolled onto the ground.

"Aelita! Aelita please, answer me!"

The ground felt like it was rolling. Aelita groaned softly and tried to open her eyes. Her vision was hazy, but she could make out two panther like paws with red spiked, green armor underneath shin-guards of the same color with a red x walking towards her.

"Jeremie…" She struggled to push herself up with her hands. The growling had dropped to a rumble.

A chuckle like distant thunder sounded above her, and suddenly she couldn't breathe as a vice-like grip closed around her throat and yanked her upright with her feet dangling in the air. She gasped and clawed at the hand holding her up, feeling more armor where the back of the hand should have been and on the arm. She flailed her legs, trying to kick at anything that might've been in range. Her feet made contact with something that felt like rock.

"Aelita hold on! Help is on the way!"

"So you do have some fight in you after all…" the monster mused, its voice raspy and soft, like it didn't care enough to raise it up more than a murmur after screaming its voice hoarse. The grip loosened enough for her to draw in shallow breaths.

It could _talk_. The monster could _talk_. Aelita lowered her chin to try and see the monster's head, and to her shock, the monster looked…

"_Human?_" Or vaguely human if you ignored the two large fangs that curved up from its bottom jaw, the fur that sprouted from its chin and jaw line, and the furry pointed ears. Otherwise it looked just like a young man, just… one with black and white hair and stark, black, curving marks on the cheeks.

The monster tossed back its head and let out a bark of laughter. "Human? Really, that's the first thought that pops up in your head?" he asked. Yes,_ he_. There was no doubt as to the gender with that voice and facial structure.

"Aelita, Ulrich's almost there!"

"Does that boy… never shut up?" He groused before throwing her into the ground.

Aelita let out another groan and rolled to her side, this time actually managing to get to her feet on her own. Before she could make a run for it the monster came up besides her swept her feet out from under her causing another bone jarring impact with the ground.

The monster crouched down and grabbed her cheeks with one hand, his claws pricking her skin. "You should be asking what's going to happen to you," he said, hooking one finger around the green blindfold covering his eyes. He pulled it up, revealing that the mark that curved down his cheek connected with a red eye. He turned her head this way and that, his own head tilting to the left as he did so.

He snorted, obviously not impressed. He muttered something under his breath that sounded like the questioning of why anyone would go to such lengths to protect such a whelp.

"What… _who_ are you?" she managed to bite out, trying to quell the terror that she was feeling, trying to act like Yumi or the ever fearless Odd.

Her hands clenched, and with a grunt she smashed her left fist into his throat. His grip on her slipped and he fell back, coughing and wheezing.

Aelita quickly rolled away and stood up again, hands raised defensively.

Surprisingly, he laughed, and it sent chills up her spine. The monster faced her again, one hand rubbing his throat. She couldn't help but note that he towered over her, and the red xana's eye on his chest didn't help.

"My name is Wanre… and you… surprised me," he growled, grinning. "I'll remember that next time." He didn't even finish speaking before his voice turned into a snarl and he rushed her, hands held out to either side of him ready to maul her.

She darted off to the side at the last possible second and took off sprinting down the pathway. She could hear Wanre snarling behind her and growing closer.

* * *

Ulrich floored the motorbike, swerving like a maniac to avoid the lasers fired by the bloks trailing after him. Within seconds he had outraced them. He hoped Odd was okay. He had taken a big chance in distracting the dogs so that he could make it to the elevator. But right now, the biggest concern was Aelita.

"Jeremie can you see how Aelita's doing?" he yelled over the roar of the overbike.

"She managed to get away from XANA's new toy but it's gaining on her!"

"Good for her, good for her," he muttered under his breath, crouching even lower.

The trees zipped past him in a blur, and several times he nearly drove right off of the pathway. A wink of pink appeared up on his right and he slowed down enough to see Aelita running for her life with a monster dressed in black with a green vest, pants, and dark red, criss-crossing belts on her heels on all fours. Conveniently, there was another, smaller trail connecting the two larger pathways. He grinned.

"Karma's on our side today," he said to himself, speeding down the trail. He reached out and yanked his katana out from its sheath. He took careful aim and threw it, sending it spinning hilt over tip in the air to land in front of the monster. It skidded to a stop in surprise as he zipped past it, making sure to grab his sword on the way, and pulled up alongside Aelita.

"Get on!" he yelled and grasped onto her hand, helping the elf-like girl onto the back before flooring it again.

"Is it following?"

"No! He just… _stopped_!"

Ulrich spared a quick look over his shoulder at her. "…_He?_"

* * *

Jeremie rubbed his temples, taking deep, slow breaths. The rest of the mission went smoothly. Ulrich and Aelita didn't encounter any other monsters after meeting up and deactivated the tower quickly. The rabid dogs that XANA had possessed didn't cause too many injuries, so they didn't have to do a return to the past. The officials wrote it off as something in the river that upset the dogs, and had rounded up all the dogs that were still in public areas to the shelters. Yumi was unharmed, and Ulrich finally got medical attention to the injuries he got for kissing the ground during PE. Everything was fine. Everything was great.

But that monster and Aelita's peculiar experience with it- _him_- was worrying everyone.

"Maybe he's an AI like XANA?" Ulrich suggested from his place on Jeremie's bed, leaning against the wall with his arms crossed over his chest. "It'd explain why he can talk and have a name."

"Could be… but that doesn't explain why he was actually smart enough to stalk," Odd pointed out, bouncing a ball against the ground as leaned back against Jeremie's desk. "XANA's subtlety level is like, _negative 500_!"

"I said _like_."

"Are you sure that this isn't just another XANA monster?" asked Yumi doubtfully. She was also on the bed, next to Ulrich and sitting cross-legged.

"He could _talk_. XANA's monsters don't talk!"

"Besides, he doesn't have lasers."

"And you know XANA has a fetish with the creepy crawlies."

Yumi held up her hands in surrender. "Alright, alright."

Aelita twiddled her thumbs together on top of a pillow on her lap, pursing her lips in thought. "I know this is probably unlikely," she said softly, "But… what if he's human?"

The group fell silent at this new possibility, lost in each other's respective thoughts.

"It could explain those activated towers that turned themselves off," Jeremie said slowly, opening his eyes to look at his friends wearily.

"And people do go missing all the time," Yumi said with a nod. "Sad as it is."

Ulrich didn't look convinced. "You'd think XANA would have done that sooner if that was the case. Why would he do it now after he's free of the supercomputer?"

Odd grinned and laughed. "Maybe he found the guy on some internet dating service and was lonely!"

"Odd!"

"What? It's totally possible! Hey, XANA might not even be a GUY!"

Aelita cleared her throat and the teens focused their attention back on her. "Actually, I wasn't thinking of that." She rubbed the back of her neck. "I was actually thinking… if, you know, maybe my father sent him in. Maybe he actually tested the scanners first with someone else to make sure that it was possible in the first place… Make sure if it was safe for _us._"

The other warriors shared a look before deferring to Jeremie. He was frowning lightly with his fingers linked in front of him. The concept was certainly plausible, but he knew that if he said that then his best friend was going to be losing even more sleep over the guilt of what her father _might_ have done to an innocent. He shook his head.

"No, I don't think so. If he did, he would have mentioned it in his diary," Jeremie said firmly. "If he did do such a thing it would have been a huge step forward in his work and he would have recorded it for sure."

Aelita nodded slowly and looked down at her legs. Ulrich coughed lightly and stood up.

"It's late," he said, opening the door. "And we're all tired. Let's just go to bed and… use tomorrow to think more on this."

Odd took the opportunity to show his agreement with a loud yawn and a show of stretching his arms above his head. "Yeah, I'm pooped. See ya tomorrow guys."

"And my parents are probably starting to freak out about where I am," Yumi said, looking at the time on her phone. "Later."

Jeremie murmured his good byes as Aelita waved. He stood up as Aelita moved to close the door.

"Wait, Aelita?"

She opened the door a little and peered in with a gentle smile. "Yes Jeremie?"

"Are you… are you going to be okay?"

Aelita smiled a little bigger and nodded. "Yeah. I'll be fine. Good night, Jeremie." The door closed with a soft click.

He exhaled slowly through his nose. "Good night…" he murmured.

* * *

_A/N: _

_Well thank you to everyone who read! This story's rather close to me, as I've been working on it off and on since midway through season 2. It's gone through a lot of ups and downs and revisions, but hopefully it's at its best now. This first chapter was originally posted on deviantart in 2008, and the reason why it's taken a two year delay to be put up on here? Well, to be honest I kind of forgot I had an account here. I'll see you again next week with chapter 2, until then, an extra thank you to anyone who reviews!_


	2. Difficulty

**Disclaimer**- Code: Lyoko and related characters belong to Moonscoop and etc. I do however own Wanre.

_ZZZTTT  
_

_A hand covers the camera for a second before Jeremie Belpois sits back in his seat and laces his hands together. "October 10, 2005. Work on Project Anhur has been put on hiatus due to the increasing frequency of XANA attacks."  
_

_There is a slight pause as the boy gently knocks his knuckles against his chin in thought. "XANA has been getting stronger... and a cure for Aelita's virus is becoming even more essential. Any work outside of that cure must be put aside."_

_ZZZTTT  
_

Why did things have to get increasingly harder the older you got? There was already enough pressure during the missions to get to the tower and deactivate it all before time ran out and something horrible happened on Earth as a result of whatever disaster XANA had concocted for the day. The one thing they were sure of during those times was the simple fact that XANA's monsters rarely ever came up with an intelligent thought or plan. This didn't take into account the fact that the majority of his minions were simply horrible at aiming.

"Yumi! Blok at ten o'clock!"

"Hyah!" Her hand moved faster than a blink of the eye, and a white slash mark appeared in the blok's eye, causing a seizure and then an explosion as it devirtualized. Yumi immediately turned into a handspring, leaping to the side just in time to avoid a laser blast. When she was right side up again she jumped and caught her fan before sliding into a split to block several laser blasts from the hornets circling above.

All that in five seconds.

Like she said, things were getting harder.

"Thanks Odd!" she yelled, running after Aelita who was taking advantage of the opening left by the devirtualized blok.

"No problem! Just give me your applesauce next time during lunch, 'kay?" Odd back flipped onto a sandy ledge and fired off three successive volleys of arrows, managing to hit two of the five hornets.

Ulrich shook his head as he fended off another blok. "Always thinking of your stomach aren't you?"

Odd grinned at him and rubbed his stomach. "Most important part of me besides my cute face, didn't you figure that out by now?"

"Better stop goofing off then, Odd!" Jeremie's voice could be heard saying. "Wouldn't want a laser blast to the face because you weren't been paying  
attention!"

The ever hungry boy yowled back, "I'm _always_ paying attention! I'm like Santa Claus!"

Ulrich shuddered as he jumped on to his blok and plunged his blade into the eye. "Please don't say that ever again," he said, flipping onto the ground and swinging his sword above his head to block another volley of laser blasts. "I don't think my childhood could handle it."

Yumi rolled her eyes as she went into a back handspring to avoid the lasers fired by the tarantula blocking the entry into the gorge. "I don't know whether to be glad or sad at the fact that despite everything, Odd and Ulrich can still banter during times like this."

Aelita grinned at her as she formed twin energy fields in her hands to block a deadly laser from the giant monster. "It's good. If they didn't banter then that'd mean things were _really_ bad."

Yumi smiled at her, but the smile was quickly wiped off of her face as an impact against the back of her knees sent her to the ground. Another blast against her shoulder effectively knocked her onto her back and caused a white flash before her eyes as her cranium slammed against the ground. When the ringing in her ears finally passed she could hear Odd yelling as he fired into the air with more explosions following his cries.

"Sorry Yumi!" he called as Aelita ran over to help her up before the tarantula could get in another hit. "I dunno how those hornets got past me!"

"It's fine. Just don't let it happen again!" Yumi yelled once she had her feet back, and just in time to block more lasers from the giant monster. "Ugh! Okay,_ now_ you're getting on my bad side."

She could hear Odd saying to Ulrich, "I didn't know she had a _good_ side."

Ulrich retorted with a strained voice –_Probably stabbing a blok_- "Keep up the pace you're at and I doubt you'll ever_ see_ her good side."

Another explosion and it sent her racing towards the tarantula like it was a start gun.

She dropped into a slide, going right under the tarantula's arm guns to send her fans whizzing up along its body. The fans curved in an arch at the end, cutting deeply into the xana's eye. She continued to slide past the monster and covered her head as the monster exploded.

Yumi scrambled back up to her feet again, grinning widely. "Haha! Yeah!"

"No." A blow to the back of her head sent her crumbling down.

_Twice in five minutes. What the hell?_

She gritted her teeth and turned the fall into a somersault, and then a pose with her hands held in front of her defensively as she staggered to her feet. Wanre stood in the middle of the path, effectively blocking the way unless she either devirtualized him or tried to leap over him. She could see the red haze of the activated tower in the sky above his head. She scowled at him as he lunged forward, hands flexed to maul anything he touched.

Yumi would not be going down easy though. She was a proud student of pencak silat, and damned if she was going to be taken down by an _animal_. She countered all of his blows by turning them away, using his own momentum against him

Wanre growled and blocked most of her attacks with unnerving speed, though when she did manage to land some strikes against him she wished that she had some equipment that would actually do damage. At least she steadily got closer, decreasing the chance of getting hit with his claws or the spikes of his foot guards. She got cut by the claws on his hands only twice. With the amount of life points she lost from the lasers though, more than twice and she'd be gone.

Dimly, she could hear Jeremie yelling at the others to back her up, but that was the most she'd allow her mind to think of _that_. The reason why their missions were harder now is because _this_ monster –_no matter if he__** is**__ a human, right now he's a monster_- had the sense to come up with plans and battle strategies. They never knew what to expect now.

_Snap_. Her fans! Someone picked them up!

Her hands slapped against his ears, causing him to snarl and cringe. She changed her grip and her stance, and with a mighty heave tossed him onto his back.

_Where the head goes the body follows. _

To her intense disappointment Wanre turned the throw into what Yumi could've sworn she saw on TV with breakdancers; he spun on his upper back and chest, legs spread out in a V up in the air, those deadly claws and spikes dangerously close to slashing her face. Yumi did a back flip away into safety just as the monster pushed himself up to his feet and into a hunched defensive position. But she wasn't looking at this threat, no, she smiled as she spotted Aelita taking aim with her fans. That smile dropped when she saw his ears plaster themselves against the sides of his head and he dropped onto all fours just as her fans flew over him. As she jumped and snatched her fans out of the air, she supposed that she'd just have to settle with the fact that the fans had managed to graze him on the shoulders.

She snapped her wrists, sending her fans hurtling towards him at a frightening rate. He jumped aside and onto the wall of the gorge, snarling at her as he climbed onto a ledge. Yumi scowled as she caught her fans again. At her current angle her fans would just get stuck in the rock if she threw them at him.

Aelita ran up to her, looking concerned. "Are you okay, Yumi?"

"I'm fine."

The younger girl nodded. "Come on then, we've been delayed from the tower long enough."

As if on cue, Wanre let out a roar before fleeing up the gorge. She was so startled that she didn't take the moment to fling a fan at him when she got the chance. By the time she snapped out of it, his feet were disappearing over the top.

"Jeremie?" Odd asked, "What the hell just happened?"

Yumi and Aelita shared a confused look before venturing out of the gorge to see Odd and Ulrich standing completely alone. She blinked and looked around the area to see retreating monsters on both land and air. Ulrich looked over at her and shrugged in a "_don't look at me_" way.

"Crap!" The group of gathered warriors could hear frustrated breathing through the microphone. "The tower's deactivated. Whatever XANA was up to… he's finished now. I'm bringing you in before anything else happens. Prepare for materialization."

"Did… did we just lose?" Odd asked, bewildered.

Ulrich growled and returned his saber to its sheath. "Yes."

"I can't believe it," Aelita whispered besides her.

Suddenly it felt like someone shoved a bagful of bricks onto her shoulders. And judging from the others' reactions, they were feeling it too.

* * *

There was a solemn mood as the group made their way through the sewers. The last time they felt like this was when Aelita _died_, only to be brought back to life by her father, nearly a year ago. Then XANA disappeared for like, six months, before reappearing this spring. It made things seem even _longer_. And _then_ the demon showed up.

Odd crossed his hands moodily over his chest, feeling restless from the lack of conversation from this rag tag group of kids that he now called best friends.

"You know, it's not the first time the towers deactivated on their own," he finally said. He immediately regretted it as he received a stink eye from Einstein.

"Every time _that_ happened, it happened within five minutes," the blond haired boy stated, starting up the usual ladder to the surface world. "This time it took nearly _two hours_. Who else could it be but XANA himself?"

"That'd explain why I'm dead on my feet," Ulrich muttered under his breath, gaining the agreeing nods of both Aelita and Yumi.

"Right, okay! Don't have to bite my head off." Odd made a soft choking sound, jerking his hand around his throat as if he was strangling himself as the manhole covering was lifted up with a metallic screech. Yumi looked away from him, but at least Ulrich and Aelita managed a small smile. If even one person got some joy out of his joke, then it was not a waste!

"I'm gonna head back home," Yumi said once they were all topside once more, looking down at the time on her cell-phone. "I can use something to eat."

The group murmured their good byes as the girl waved and headed down another path out of the park. Odd looked over at Ulrich with a raised brow and a suggestive look. The other boy decided to avoid the glance to lead the way back to the school.

Odd fidgeted the entire walk back to the school. Nobody was in the mood to talk, and the few cracks he made only got him the _look_ from Aelita and Ulrich and absolutely nothing from Jeremie.

"Everyone's a critic," Odd had mumbled under his breath, stuffing his hands deep into his pockets. He perked up as the sounds of a commotion reached his ears.

"Hey hey! There's a fight goin' on-"

"I don't think we should get involved."

"Ack. 'Course you don't, Jer," Odd huffed, already jogging towards the noise. He didn't see the exasperated look shared between Jeremie and Aelita as Ulrich followed after him yelling at him to wait up.

To his great disappointment, the fight was already over by the time he got there. Just _barel_y. If he had hurried a little faster…

"You better watch your back, chink!" the boy on the ground yelled after spitting out blood and wiping his mouth on the back of his arm. Another boy, this one older by at least a couple years, came forward and wrenched him to his feet. A stylized tattoo on their arms revealed them to be part of the gang from the south side of town. Which was weird in and of itself, if what he remembered was right.

"Someday you're gonna get what's coming to you!"

"Hey, Ulrich," Odd whispered, making sure that he was well hidden behind a tree. He didn't like the look of that knife laying on the ground a few feet away. "Don't the Minotaurs have an agreement with the Leviathans about staying on their own turf?"

Ulrich narrowed his eyes. "Yeah. These guys must've taken one of the neutral routes past the wharf. Who's he shouting at?"

Odd pointed at the boy several feet away from the gang member on the ground, wiping his knuckles on a handkerchief. He was saying something, but his voice was too low to make out more than a mumble as the other two limped away.

The boy had his hair in a crew cut and wore surprisingly formal clothes; black slacks, and a white, untucked dress shirt. All were covered in areas with dirt and dust, and a large tear could be seen in one of the sleeves when he bent down to grab the knife on the ground.

Then Aelita's voice could be heard asking none too softly, "What're you two doing?"

Odd and Ulrich bolted upright, making shushing sounds as quietly as they could, pulling her behind the trees.

"We'll explain later, just keep your voice down," Ulrich said. Odd looked back to see the boy rolling back his sleeves and looking over in their direction suspiciously before turning on his heel and walking towards the main courtyard.

He could practically _feel_ Aelita frowning in disapproval. "Were you guys spying on him?"

"No!" Odd said, clearly aghast. Then he paused, looking thoughtful. "Well, maybe. Probably. Yes."

Aelita rolled her eyes and stepped out of the trees. "What were you doing that for?"

"Because it's _interesting!_"

"Where's Jeremie?" Ulrich asked, changing the subject as he walked out of the vegetation.

"His room, looking for anything that might've been a XANA attack. " She crossed her arms over her chest, and stared the two of them down. "Now, really. Why were you two spying on the poor boy?"

_She needs to stop hanging out with Yumi so much. She has her look down flat._

"Poor! He's not poor. He's _Qin Delacroix_." When Aelita showed no sign of recognition, Odd said, "You know, from that one really rich family who does all those charity events?"

She raised a disbelieving eyebrow at him.

"There were two guys from the Minotaur gang from the south end of town with him," Ulrich said, choosing to start leading the way to the hall now that Qin was out of view. "It looked like they just finished fighting, and we didn't feel like getting caught in the middle of it."

Now Aelita looked shocked. About time.

"Why would there be gang members fighting with him? Why here?"

She had a point. This was Kadic! That sort of stuff never happened _here_. Only the weird digital sort of trouble happened _here_.

Odd shrugged. "Beats me. But his brother was arrested last year for being involved with some mob dealie. The media was buzzing about it for _days_. Maybe he got involved too or something."

"He doesn't look like anyone that'd be involved in the mob…"

Ulrich snorted up ahead of them. "Never judge a book by its cover, Aelita."

* * *

"Fly 2, rewind. Stop. Play at half speed to one hour, forty minutes. Loop."

The holograph in front of the humanoid monster froze, rewound, and then started playing again. Wanre stared at the projected sequence of the fight between him and the Fan Girl for about a second, twisting his blindfold around the armor of his forearm. He started pacing at the edge of the green walkway, kicking up dust in the process. His ears were still tingling from being grabbed so suddenly, even though it happened more than three hours ago.

Casting impatient glances down at the digital sea for several minutes, Wanre snarled sharply and sat himself down in front of the little insect-like monster that projected the hologram. The monster's twin scuttled toward Wanre, its flimsy looking, transparent wings shaking as its six legs moved in tandem all the way across the ground and up his arm to his shoulder.

A grunt escaped his throat as he turned his attention back to the screen, head tilting to the side. Even after watching the sequence for the fourth time, Wanre still could not figure out why the Fan Girl did not hit him with moves that would be fatal on Earth, and extremely damaging on Lyoko.

He was not so proud of himself that he would delude himself into thinking that it was his skills that kept her from using said moves. He was a fast learner, but not _that_ fast.

Fan Girl had four chances to devirtualize him permanently; a knee strike at his ribs, followed by an elbow to the throat, perhaps. She had four chances to essentially kill him and make their mission easier._ And she didn't do it._

Maybe it had something to do with the philosophy of her style? He had read that certain martial arts denounced fatal moves.

A snort interrupted his thoughts and a scowl twisted his lips.

"Right, because she'd consider killing me, a virtual servant of her arch enemy,_ murder_," Wanre drawled to the fly on his shoulder, patting it on its head right above the large XANA's eye on its face. The fly let out a trilling squeak and fluttered its wings.

Laughing softly, Wanre gave it another pat before glancing back at the hologram. It was then that he noticed something that made him frown and stand up.

"Stop," he commanded, and the image froze. "Rewind five seconds, pause." Wanre scooped the fly up from his shoulder and set it on the ground next to its twin. "Fly 1, play at one hour, thirty-eight minutes."

A second hologram flashed into existence in front of the tiny creature. From its perspective on top of the ravine, it could see the other side of the battle while Wanre and the Fan Girl were fighting. Loud Mouth and Speedy double teamed the remaining blok while Ears darted forward to grab the fans.

"1, 2, pause." Squinting, Wanre stepped back, rubbing the edge of his ear between his thumb and forefinger. The holograms shivered slightly before freezing. Fly 2 displayed a frame of Fan Girl smiling while Wanre rushed forward. Fly 1 displayed Ears taking aim with the fans.

A sound of rushing air reached his hearing then, as well as a rather ethereal sounding voice saying, "Studying again, I see."

"Hullo Queenie."

"What has gotten so much of your attention that you will not even turn around to greet me?"

Exhaling slowly, Wanre turned to face the giant manta known as Queenie. She – for Queenie was a she, as dictated by her feminine voice and name- looked much like her children in coloring, but was a much more accurate representation of the Earth rays with the characteristic prongs on either side of her mouth, the small triangular fin at the base of her long, whip-like tail, and actual eyes situated just behind the prongs. After that, one simply had to multiply the image in one's mind until Queenie became big enough to carry a krab comfortably on her back. "Hullo, Queenie."

"Charmed," she said breezily. "Now, what is the importance of these two still frames?"

Wanre glanced over his shoulder at the holograms before snapping his fingers. The projections blinked off and the two flies shook themselves as if waking from a deep sleep. "The one on the left betrayed the one on the right with her smile," Wanre responded, jumping onto Queenie's back. "I suppose I'll have to remove my blindfold while in close combat with multiple enemies around."

Queenie flapped her pectoral fins in a rolling motion and they set off away from the walkway and across the digital sea. "Will it be worth it to lose your ability to see their movements?" she asked.

"Don't know. I'll have to experiment."

The flies buzzed about Queenie's head, dropping down suddenly and then fluttering three feet above her. The manta tossed her head at the flies. "Shoo. Go perch on my back and stop getting in my way."

Wanre smirked lightly at the spectacle. "Here, flies. Sit. Stay." The flies fluttered down onto the very tip of the XANA's eye imprinted on Queenie's back, squeaking at each other and at the two larger monsters.

Queenie grumbled, "I'm going to have a talk with Duchess someday about those things."

"Why?"

"Monsters shouldn't be that chatty."

Wanre chuckled softly. "Perhaps she made them chatty to make up for her own lack of words."

"I'd like to show her where she can put those words."

A sudden blast of cold air cut off any response Wanre could have come up with. He wrapped his arms around himself on instinct and shivered despite the fact that it wouldn't do any good. There were no muscles to generate heat here, and no blood to carry it. Besides, the cold was already being remedied with the usual lukewarm air of Lyoko as they left behind the invisible barrier that Queenie was able to cross on whim in and out of Carthage.

"So," Queenie said, drifting up alongside one of the docks that shot out into the air from Carthage, "What are we watching today on the web?"

Wanre jumped onto the blue pier, landed with a thud, and caused several slash marks in the ground with his claws. He retracted his claws and strode up to the very tip of the dock- ignoring the bright flash of light that signaled the pier fixing itself- and placed his hand against something invisible in the air. Immediately a shimmering blue panel appeared and he started typing. "Documentaries."

* * *

Frustration was an understatement for what he was feeling right now. Jeremie leaned back in his chair, groaned, and completely messed up his already messy hair with his hands. Three hours of reading news articles from major media sites and even from the conspiracy sites and _nothing_. No unusual weather patterns, no suspicious crashes or explosions or anything along those lines. What could XANA have possibly been doing with that activated tower?

Jeremie had rattled his brains and talked with the rest of their group about what they could look for and even speculated about underground activity that XANA could have been doing to further his evil plans. But there was nothing solid to lead them on, only empty guesses made by antsy teenagers.

The boy ended up uselessly banging his forehead against the edge of his desk in a desperate attempt to come up with fresh ideas. Fortunately he was saved from a rectangular bruise by the rapid beeping from his computer. Unfortunate, however, was his reaction to said beeping. With a yelp of surprise and flailing arms, Jeremie fell off his seat and ended up on the floor.

"Twice in one day? You gotta be kidding me!" he groaned, immediately popping back up on his knees to pinpoint the tower with one hand while he snatched up his phone with the other. "Come on come on pick up!"

Soon enough Aelita's groggy voice answered, "Hello…?"

"XANA attack. Boiler room, now. I'll get Ulrich and Odd. You call Yumi"

He almost slipped on the carpet as he raced out of his room and down the floor, closing the door behind him as quietly as he could. Once in front of Ulrich and Odd's dorm he jiggled the doorknob and breathed with relief when he found the door unlocked.

"Ulrich!" he whispered, shaking the boy's shoulder.

"Hrrnh?" Ulrich sat up blinking slowly.

"C'mon we gotta go! Aelita's waiting for us in the boiler room!" Immediately, Ulrich snapped awake and jumped out of bed to grab a pair of sweatpants as Jeremie turned to the task of waking up Odd.

It took a little bit more effort, but within minutes all three of the boys were rushing down the stairs to the boiler room.

"Hey Princess," Odd greeted with a yawn and a grin. "Nice of XANA to wake us up at one in the morning huh?"

"Yeah," Aelita said with a drawl, yanking open the door. "Very nice of him. Next time I see him I'll make sure to send him a basket of chocolates. Yumi said she'll meet us at the factory, by the way."

"Great, and careful I think he might be allergic to sweets," Ulrich said, rubbing his eyes as he ran down the tunnel. "Then again, that's not such a bad thing."

Jeremie rolled his eyes as he closed the door behind them. The journey through the sewers was quiet, mostly because half of their group was still trying to wake up. By the time they got to the factory Yumi was already there in her pajamas and a pair of slippers.

Yumi jerked her chin up in greeting. "Hey. You got any idea what's going on?"

Jeremie shook his head. "None at all."

_BOOM!_

"HOLY SHIT! WHAT THE HELL WAS THAT?" Odd shrieked.

They ran out onto the bridge and looked across the river. A huge fireball blazed on the wharf with black smoke curling up towards the sky. Screams of fear and emergency sirens could be heard piercing through the night air.

"Oh. My. God."

"You can say that again."

Jeremie shook his head. "Looks like we know what XANA's up to. Come on! We gotta get down to the scanners before anything worse happens!"

* * *

The flies were having the time of their lives fluttering around the dome. They would dip and weave and rocket back up in spirals, squealing with delight as they did. Wanre watched them from the corner of his eyes, a faint smile playing around his lips. There were times where he envied their simple intelligence. This was one of those times.

"It is a shock sometimes to remember that these things came from a monster that rarely ever speaks a full sentence," Queenie remarked lazily, drifting about somewhere above his head.

Wanre grunted noncommittally and moved a couple windows on the panel. He'd finished the documentary and was now blindly looking for something else to occupy his time. Perhaps the new episode of _Law & Order…_

A light started blinking in the corner and a fin clipped him on the side of the head. He snarled. "What was that for?"

"To get your attention. I want to look at something."

"…What?"

"Type in the code: TACT."

Queenie was given a glance of annoyance before Wanre complied. Immediately the screen blanked before lines and lines of dates started scrolling up the screen. His ears perked up in interest, but before he could see much more Queen bodily shoved him aside with her sheer bulk.

Wanre hunched down under her and pushed her up so that he could see the screen. The lines of dates were gone, replaced with a single window showing an empty room dimly lit by computer screens. "What're you doing?"

"Hush."

He frowned at her underside but obeyed, fixing his attention on the window.

There were small, bright flashes lighting up the room now, and a black shadow could be seen skimming over the control panels. Then Wanre jumped, knocking the top of his head against Queenie's soft underside as one of the monitors exploded, signaling a chain reaction of explosions around the room. Right afterwards the window went black.

Queenie shook her head before touching one of her mouth prongs to the screen. The window closed with a bleep and she floated away.

**WANRE.**

The monster cringed with an audible groan, hands immediately clamping over his ears. Not that it would have made any difference. The voice came from inside his head, so deep and powerful that he could feel his very core trembling with the force of it. Queenie fixed one beady eye on him as she hovered next to the pier. Even the flies stopped their childish antics.

**REPORT TO THE MOUNTAIN SECTOR. TOWER 23. ALLOW THEM TO ENTER, BUT DO NOT MAKE IT EASY.**

"Yes, Master," said Wanre, struggling not to grit his teeth. The presence in his head faded away and he exhaled slowly, straightening up to his full height.

"Come," Queenie said, drifting closer, "I will take you to the tower."

Wanre nodded and jumped onto her back. "Generous of you."

"I am curious as to what these human children are capable of to cause XANA such trouble."

Wanre chortled softly. "Keep out of sight. The Cat would do anything to gain bragging rights."

_A/N: Thanks for reading! Reviews would be awesome._

_EDIT: Apparently the second chapter wasn't showing up. Hopefully it works after a reupload.  
_


	3. Surprises

**Disclaimer**- Code: Lyoko and related characters belong to Moonscoop and etc. I do however own Wanre.

_ZZZTTT_

_The screen flickered as Jeremie Belpois sat still in his chair, his head in his hands. Several seconds pass before he started speaking in a low, hollow voice. _

_"July 15, 2006. It's been a month since my last entry and XANA still has not reappeared. There has been no sign of activity from him in either Lyoko or any real world events." Jeremie looked up from his lap and stared into the camera. "As well, there has been no contact with Franz Hopper since his e-mail that day when XANA broke free from the supercomputer."_

_The boy sighed and sat back in his chair, nervously tapping his fingers against the armrest of the overlarge computer chair. "In short, we… I… am lost. "_

_ZZZTTT_

"Hey, just a warning. I implemented an upgrade for your stats and weapons," Jeremie said as Odd, Yumi, and Ulrich were virtualized and landed with hard thuds on the dense rock of the mountain region pathway.

"Dude, you look like the yellow power ranger," Odd said to Ulrich, who looked down at his new jumpsuit-esque outfit. Then, seeing the lack of a sword sheath, reached over his shoulders and pulled out two digital sabers.

"N-not that that's a bad thing," Odd quickly added with a grin, "At least you don't look like you just walked out of a lingerie store."

"Watch it cat boy," Yumi growled with a rather rosy complexion as she wagged one of her tessen fans at him. "I'm not the one with _four_ _ears_."

"Hmph." Odd flattened his new cat ears and crossed his arms over his spandex covered chest while he changed the subject, "No welcoming party today?"

A series of electronic beeps and another thud announced Aelita's arrival. "Let's hope it stays that way," the girl said coming up alongside Odd.

"Oh, nice skirt, Ae."

"Thanks Yumi. I like the flowers on your shoulder guards."

"Fun time's over," Jeremie said, completely overlooking the girl's compliments of each other's new outfits as he materialized the vehicles. "Tower's fifteen degrees due north of where you guys are. Get moving there's a squad of krabs coming right at you!"

A laser sizzled past Odd's tail and he let out a yelp. "Yeah we can see that!"

Yumi and Aelita hopped onto the overwing flew past the catboy while Ulrich revved up his overbike, kicking up bits of rock before zooming down the track.

"Come on people move it!" Yumi yelled over her shoulder as Aelita charged up an energy field.

"Don't have to tell me that!" Odd yowled after her, kicking his overboard into gear.

However, even with their obviously faster vehicles the krabs still kept up enough to have the teens within their range of fire, a fact that the monsters seemed to delight in with their constant barrage. Yumi and Aelita were safe with their Mario Cart-esque teamwork. The Japanese girl drove while the elf girl blocked the blasts with her energy fields. The boys on the other hand were left on their own.

"Okay that's it!" Odd growled, clasping his tingling shoulder. "Someone's gonna get hurt real bad!"

Ulrich turned on his overbike, ducked his head under a laser, and glared back at the cat. "Odd, what the hell are you doing?"

"Kicking me some krab ass!"

The overboard's engines screamed and Odd shot off in an arc away from the rest of the group, drawing away the laser barrage in the process.

"You gotta be kidding me," said Ulrich. "Tell me he's kidding me."

"Doesn't look like it, Ulrich," Aelita said, charging an energy field and throwing it with a yell. A resourceful krab ducked to the side and danced almost comically on two legs to avoid getting tipped over into the digital sea.

While they were busy questioning his actions, Odd crouched down low and grabbed onto the head of the overboard and felt the tip of his tail drag against the ground as he shot up out of a corner tight turn. Whatever. Let them talk about him and follow the _plan_. He was gonna give them the time needed for the plan!

"Odd!" Jeremie said in a growl. "Remember what I said last time?"

"WHEEEHOOHOOHOOO!" answered Odd, corkscrewing out of his climb. "Eat my arrows ya dirty krabs! Laser arrow!" Two of his three shots found their marks and the krab in the very front of the pack exploded with fireworks.

"Odd!"

"Yeah, yeah I heard you," Odd scoffed, flying back around to the rest of the group, swerving between blasts. "Hey Yumi!"

"What?"

"Do me a favor will ya?"

Yumi shared a glance with Aelita before both girls stared at him.

"Keep going without me!" He turned back to the krabs laughing all the way.

"Odd you're not supposed to split up!" Jeremie yelled. "That's always XANA's strategy!"

"Hey you wanna keep arguing or save some lives?" Odd shot back, doing a flip in midair. Two laser blasts passed between him and his overboard. "Look, the others already left! Just trust me here a little, okay? These krabs ain't nothin' I can't handle!"

Jeremie muttered, "It's not the krabs I'm worried about."

* * *

"Guys you gotta get a move on! Odd's getting his hands full with blok reinforcements!"

"You know, things aren't too easy here either!" Fierce squealing broke through Ulrich's voice before he punched the annoying kankrelat off his overbike. "How you girls holding up?"

"Better than you!" Yumi called down, ducking a blast from a hornet. Aelita absorbed the blast in an energyfield and fired it back at the offending monster.

"Alright you guys, the tower's coming up! You should see some of the smoke by now!"

"Stupid damn kanks…" Ulrich muttered, kicking the last beetle like monster off. "You see anything Yumi?"

"No there's kinda sorta a mountain in the way."

" I see some red over the top of it!" Aelita said pointing . "C'mon it's just around the bend!"

"Hey careful I'm picking up some monsters there!" Jeremie warned.

"Yeah, yeah. Hang back Ulrich I'll go first since I've got more height," Yumi called down.

Ulrich slowed his overbike down just enough for the overwing to overtake him. He gripped onto the handles of his bike in apprehension when the girls disappeared around the corner. Two seconds later, a sharp cry of "Energy field!" and multiple explosions eased the tension from his shoulders .

"All clear!" Aelita could be heard yelling.

Revving up his bike, Ulrich shot forward and around the bend… and felt the wind knocked out of his lungs as he hit the ground hard, tumbling head over feet until he didn't know which way was up. Finally, he came to a stop, skidding a good three feet with his face in the ground. Had he been on Earth he probably would've been knocked out or dead from the high speed crash.

A shrieked version of his name cut through the ringing in his ears and he looked up in time to see a now all-too familiar flash of black, green, and red. The boy quickly rolled to the left and scrambled back just as Wanre's fist made contact with the ground and punched up a cloud of debris. The monster snarled loudly and immediately swooped down with his other hand, claws raking the ground where Ulrich's leg had been just two seconds before as Ulrich rolled back over his shoulder and stumbled to his feet.

_Where the hell did this guy come from? And- Jeremie! There hadn't been any warning from him- was he-_

Ulrich just barely draw his katanas in time to fend off the next barrage of Wanre's attacks, hands a blur as he blocked each swipe and struggled not to get his blades stuck in the slits between the sharp spikes of Wanre's vambraces.

_Too quick, too aggressive-_

Then he saw the other drop suddenly and felt his legs kicked out from under him. He landed on his back and again felt the wind knocked from his lungs, the shock of which caused him to drop his katanas. A surprised yelp burst from his lips as he felt Wanre's claws sink into his midsection and toss him into the air, ripping out a large chunk of stomach in the process. Ulrich landed with a sickening thud eight feet away on his side, one hand reflexively clenched over his already healed abdomen.

A pained roar split the air then, and the boy looked up to see Wanre arching his spine and clawing desperately at something embedded in his back. Behind him he could see Aelita flying for the tower hidden in an alcove of purple rock and Yumi readying her second fan on the ground.

Wasting no time, Ulrich leapt to his feet and ran for the closest sword. At that moment Wanre managed to hook his claws into the gaps of the tessen fan. He ripped it out and blocked the second tessen fan aimed at his chest before throwing it back at Yumi. The girl leapt into the air and caught it on the edge, slicing open her hand in the process.

Ulrich grabbed his sword and took advantage of Wanre having his back turned by making a long diagonal slash across his back. Wanre's furious snarl intermixed with a scream, and as the monster leapt away, throwing his now useless vest in Ulrich's face, the samurai glimpsed Yumi running towards Aelita, who was frozen in a block of ice. The boy impatiently tossed aside the green cloth and snatched up his other katana, quickly flipping it hilt over tip so that he was holding it backhanded as he sank into an offensive ready position against Wanre, sure that the monster would already be on him.

Instead, the monster stood a good twelve feet away, shoulders hunched as he looked down at his arms. Black smoke curled around his armored forearms, settling into a sharp, curved shape at his elbows and then solidifying within four seconds.

"Shit," Ulrich cursed and sprinted forward. "Shit!"

Wanre's head snapped up as he drew close, and a cruel, sharp grin split his face as, with a metallic _shink_, the two blades the shadows formed into shot out from under his vambraces and blocked Ulrich's swords, locking the blades together.

"This just got more interesting, didn't it?" Wanre growled, their foreheads nearly touching.

Ulrich snarled back up at him, "Not for long."

* * *

Odd was still distracting the krab squad from before, though it was now whittled down to one. At that point, it ordinarily meant that the fight was almost at an end and he could rejoin the rest of the group. Instead, XANA launched a swarm of hornets that threatened to corner the catboy and force him over the edge.

_XANA must be learning,_ observed some detached part of Jeremie's brain, _devirtualizing us can only do so much good when we can always return during his next attack and stop him again._ The other more focused part of his brain shushed it and concentrated on preparing the materialization program.

"Hold on, Odd!" he shouted into the microphone, fingers flying over the keys, "Just hold on a few more seconds!"

Odd's voice swore loudly over the speakers. The boy's indicator slipped out of sight on the screen, covered by the red tags of the XANA monsters.

"Odd!"

"Still here, Einstein! I'm just hanging out on the edge- damnit get off! Come on, Brainiac, I don't think I can hold on much longer- the hornets are trying to knock me off by crashing against my fingers!"

Jeremie tightened his jaw, clacked over a couple of keys at lightning speed, and rammed down the enter button, shouting, "Materialization!" A progress screen popped up on the monitor and Jeremie heaved a sigh in relief. Then the insufferable beeping alarm ruined that tiny piece of mind he had garnered and Jeremie quickly turned his attention back to the remainder of the group.

"Hey, what's going on?" he yelped at the screen. All three of the warriors had lost life points in his distraction, with Ulrich taking the most hits and Aelita frozen in place.

"What do you think?" Yumi's tense voice retorted. Her green blip stood between two red blips and Aelita's blip. Further away from the two he saw Ulrich's and Wanre's indicators circling each other, darting in, and then darting away again.

"Ulrich, just ram him through! You got _two swords now, come on!_"

Ulrich's voice came through strained as well, as if he was holding back something, which he likely was, "Yeah, well, guess what? I don't think XANA appreciated your little upgrade."

_Didn't appreciate…?_ Jeremie slapped the heel of his palm against his forehead. XANA must've given that demon of his, his own upgrade as well.

_Correction: He _is_ learning._

_

* * *

_

After getting dropped off by Queenie, Wanre immediately set up the new ambush plan. It was mostly the same when the case was to merely hold the so called warriors back long enough that they got desperate. Of course, that didn't always work; especially lately as the humans caught onto his game.

He had hidden behind two tarantulas in a crack of the mountain face, waiting for the humans to show themselves. It was a gamble, no doubt about that. It always was, since the humans had the luxury of a radar that revealed the positions of everything on Lyoko. Wanre could only hope that he moved fast enough to surprise them or the presence of the other monsters would cover his signal.

Despite his cramped position, he could still "see". The blindfold he wore served as a device to activate his latent power; it was easier than walking around with his right eye closed. Just as the humans had the ability to create matter of nothing, telekinesis, and self-cloning, he had his own ability. Nothing could hide from his eyes.

The landscape was grey, gridded, and slightly see-through. He could see his fellow monsters, two red-hot, glowing wire-mesh models, as if someone had hit the pause button before they had fully virtualized, standing in front of him with their lasers ready. Dragging his gaze beyond the two monsters, he could see, over the horizon, three pinpricks of blue approaching at high speed; the humans.

They looked much the same as the monsters, save for being blue instead of red. However, Wanre paid much more attention to them. The fact that their clothes didn't show up fully in his vision had much to do with it, though not for the reason most humans would assume. He had no interest in what they really looked like naked. Besides, in that sense there wasn't even anything to look at, really. No, he paid attention to the twitch and bunching of wires that foreshadowed certain fighting moves. In the two months of combat and constant studying, he had gotten pretty good at reading their body movements and predicting what moves each of the apes would do.

Imagine his surprise when they showed up with increased powers and weapons. Wanre had hesitated a split second before tackling Speedy off his vehicle, intent of devirtualizing him quickly before he could pull the twin katanas from his back. Wanre failed in that regard, but kept up an aggressive enough assault to keep the boy on the defensive so that those blades wouldn't be seeking to impale him. Thanks to his lightning fast reflexes he avoided or blocked most of the offensive swipes. He couldn't avoid everything, and so throughout the fight little bright flashes of sparks would spurt out from his unprotected upper arms and sides. Of course, those tiny sparks were nothing compared to the brilliant shower when the fan hit him.

It wasn't the first time he felt the phantom licks of panic at the back of his mind. Wanre knew that unlike the humans, when he devirtualized he would be finished. There were no words he could think of that described the flood of relief when, just as he was contemplating retreat, his Master came to him with a gift.

"_Hrrah!"_ The wires in the swordfighter's chest, quadriceps, and upper arms bunched together.

Wanre twisted to the side, one katana just barely missing his stomach as it slid past his body and the other one shrieked against his right vambrace; redirected from his heart to the air just above his ear. His other hand clamped down on the boy's wrist before he could pull back for a close range jab, but instead of Speedy trying to yank his hand back as Wanre expected, he heard the whoosh of air as the katana by his ear was dropped and the now freed hand wrench back at superspeed to punch him on the temple.

Wanre snarled in surprise and leapt back. He shook his head rapidly to clear his mind, and when he opened his eyes again the world was in full color. He blinked a couple of times, momentarily dazed at the sudden change in vision. His blindfold must've gotten caught on the boy's thumb when he punched him and yanked it off when he leapt away.

"Triplicate!"

_Shit._

His expression contorted back into a scowl as he avoided getting skewered by Speedy's swords, zig-zagging left and right quickly to gain distance and avoid too many hits.

Now _he_ was on the defensive, much to Wanre's huge displeasure. Speedy was nearly impossible to deal with once he got into an offensive pattern, even with his own added advantage (which was now gone), much less _three_ of him at the _same time_. Wanre's own reflexes might be enough to block Speedy's attacks, but he even he had his limits.

"What's the matter?" all three of the boys chortled, smirking as they dashed to and fro in front, to the side, and back. "Too fast for ya, mutt?"

Wanre felt very tempted to forget the patterns just so that he could claw that infuriating mouth off his face, no matter which one he was. If he was lucky it'd be the original.

Snarling again, Wanre quickly flipped the small clasp at the base of his left palm with his claw. The blade retracted to its normal position, shooting out a good foot from his elbow, and scalped one of the clones while ramming another one's blades up towards the sky with an upward block with his arm. He cringed at the sharp squeal of protesting metal on metal.

The moment he picked up the sound of the locks clicking in place under the metal of his armor he spun in midair, whipping his left elbow back to slice across one of the boy's chest, and immediately slipped on the rocks. The claws of his foot dug in desperately, but he still landed hard on his side. A victorious yell and a _whoosh _of air from above alerted him to the last, the original, Speedy coming up.

Wanre rolled onto his back and prepared to flip himself back up using the sheer force of his back when the katanas impaled on him the rock right through the insignia on his chest.

The panic from before immediately lashed out against the mental barrier he put against it, pure, wordless panic that fused with the need to survive and almost completely overwhelmed his mind. Instead of losing it and lashing out with his limbs like the panic wanted him to, his limbs locked down, becoming as still as stone as Wanre dragged his eyes from the swords embedded in his chest, up the blade, over the hilts and the hands, and stared into the boy's face. Speedy's eyes shone with an inner fire, and a broad grin was plastered on his face. Triumph.

"Game over," he whispered, voice coming out in pants. He made no other moves, just stood there over him, leaning his weight down against his swords, waiting. Waiting for what?

_Oh right, my death. _

Wanre bared his teeth up at him in something that was a cross between a grin and a snarl, and punched his right blade up through the boy's abdomen. The fire died from his eyes, and the triumph turned into shock as the body decomposed in a flurry of tiny, blue squares.

"Not yet," Wanre mumbled, his words flying out of him on a sigh, and let his head fall back. Instead of hitting rock like he expected, his head dropped down until his neck was stretched out and he could see the digital sea's horizon filling his vision. Wanre jumped to his feet and backed off from the edge of the rock until there was a good, safe, foot and a half of space between him and the cliff.

Safe. He needed to retreat. Clawed fingers ran over his chest where he was impaled, and pressed down on solid flesh. The wounds were already healed, but his lifepoints must be close to running out by now.

He had heard the Voice scream Speedy's real name, Ulrich, when he devirtualized. The other two must have gotten past the krab and blok by now; they were usually more than a match for those monsters. Wanre turned to face the tower, and realized with a small jolt of shock that it loomed up in front of him now, and the other two were still battling the krab not even twenty yards away from him.

Rather, Fangirl was fighting the krab. Ears was still frozen. But that didn't matter. What mattered was that they were distracted and he could slip away before Speedy alerted the Voice to the fact that now would be the perfect time to get rid of XANA's beast.

"Yumi! Just hang on a bit more, Aelita's almost out!"

Curiosity, that stupid, useless feeling, forced him to stop before he took off. Wanre slunk down against the ground and watched the fight from his too-close-for-comfort seat, and watched as the krab broke past Yumi's defense and smashed its left leg through the ice and propelled Ears sailing while the ice sparkled and shimmered in the light as they too arched through the air. Fangirl's fans cut an 'x' into the krab's marking and it exploded. Even while the dangerously sharp pieces of ice caused the Japanese girl to instinctively shield herself against them, she followed the other girl's progress through the air.

A progress that brought her directly over Wanre. Fangirl's face turned to horror and she screamed. The scream only seemed amplified by the Voice overhead, the Voice that was as familiar as the fighting moves of the warriors on Lyoko, doubly even, as he picked up the unique timber of the Cat's voice as well.

"_AELITA!_" they all shrieked, the sheer urgency and fear in their voices betraying their bond more than any expression could possibly do. "_NO! AELITA!_"

Wanre looked up and found Ears's back speeding straight over his head, and straight into the digital sea.

He wasn't sure what happened next, what went through his head. He just knew that, for some reason, he leapt after her.

* * *

Aelita was frozen, and then she was flying through the air with bits of ice shooting past her and slicing up whatever bare skin they flashed by. Her limbs were still frozen somewhat, so she couldn't move, couldn't flail, couldn't even scream. All she could do was feel the air rushing past her, and her clothes flapping in the wind, and her hair ruffling, and watch the blue sky above her go whirling past to be replaced by the deceptively calm digital sea.

And then she felt her right arm almost get yanked out of its socket by an iron grip on her wrist. That sharp pain startled a yelp out of her, and she felt her free fall descent slow before she smacked up against the hard, purple rock. Blinking rapidly as her mind finally caught up with her situation, she looked around her surroundings, down at the sea, the rocks, and then finally at the hand that saved her, expecting it to be Ulrich's toughened hand or Yumi's slender fingers.

Instead she saw an inky black, clawed hand, spandex stretched tight over the tendons. Aelita's breath hitched, and her mind flew back to the first time she felt that hand and its iron grip. The hand flexed, and her hand released the fist that it had unconsciously squeezed into.

Aelita looked up past the hand to see long claw marks stretching up almost to the top of the cliff. The monster had slid down a good five feet before his makeshift breaks stopped them from falling. Then she looked at the one hand and the two paws dug into the cliff-face and followed them to his head, almost afraid of seeing what she was sure would be the sadistic smirk or grin on his face again.

That was when she got her second surprise. Wanre was staring down at her, his blind fold completely gone. His red eyes were wide, the usual cat-like pupil dilated. For the first time she could see his right eye, and noted that its pupil was shaped like a three pointed star. His mouth was open and he was panting and his ears were pulled completely up. And yet, despite his clear beastly appearance, he looked completely human. He was as shocked with the current situation as she was.

"Aelita!" Yumi's head popped out over the edge of the rock overhead and the world's sounds came sliding back. "Aelita hold on!" Her tessen fan appeared in view.

Wanre's face snapped up to snarl at her, all shock and softness completely gone. "You try that and I'll make sure she drops into the digital sea before she can get materialized."

"Yumi, stop!" said Jeremie.

"But, Jeremie!"

Wanre let another snarl roll forward, and Aelita felt her wrist creak dangerously in his grip.

"Listen to him, Yumi!" Aelita shouted up. "I'm alright!" She looked at the back of Wanre's black and white head. "There's no need to be hasty."

Wanre tilted his head so that he could look at her from the corner of one eye while still easily keeping Yumi in his view. "You're in no position to be negotiating."

"Neither are you," she said, her voice too breathy for her liking.

"Wrong," he said, turning his head just a degree more in her direction. "You're important. They need you. "

That hated, crooked smirk slid across his lips, and his fangs became just a tad bit more pronounced. "The people in that explosion need you. You can't devirtualize until you shut down the tower."

"You're a sick bastard," Yumi spat out, her beautiful face contorting in rage.

Jeremie hushed Yumi, and said to Wanre in a calm, but slightly shaking voice, "What do you want?"

There was no hesitation on Wanre's part. "To walk away. Unharmed."

"Done."

"Jeremie!" Yumi shouted. Aelita could hear Ulrich and Odd in the background voicing their displeasure. "That's not even a negotiation!"

"What else can we do?" Jeremie sighed tiredly. "We _need_ to deactivate the tower and launch a Return to the Past. And we can't risk Aelita-"

"We can't negotiate with a psychopath!" Odd raged in the background. "What kinda message are we sending out with that?"

Jeremie repeated , firmly, "We _can't_ risk Aelita."

"Don't I get a say in this?" Aelita asked quietly. Wanre fixed his whole attention on her and a thoughtful frown replaced his smirk. Then she realized he was looking _past_ her. She looked down, and instead of seeing sparkling water, she saw a _huge_ manta with mouth prongs poking its head out from underneath the rock, jerking its prongs to the left. Aelita jerked her eyes to the left on the rock, and discovered a huge hornet with pincers that one would expect to see on an army ant set on either side of a bony beak. Armor plating divided its body in sections, and a long stinger arched over its back between three pairs of translucent wings. A XANA's eye was painted on top of its bony head.

"Oh. My. God," she breathed. Yumi spotted the two ginormous monsters the same time she did on the chance that she had looked down from the argument.

"Jeremie-" she yelled, and was cut off as Wanre flung Aelita up into the air. Aelita shrieked and felt Yumi reach out and wrap her arms around her waist just as she shot past her. They landed rather unceremoniously on top of each other and quickly scrambled up to their feet to look over the edge. The monsters were gone.

Later they were all piled in Jeremie's room in another meeting. Meetings that were becoming more common as XANA and his minions released more surprises. The tower deactivation was ridiculously easy with no monsters in the way. The Return to the Past had gone off without a hitch, and hopefully nobody died in the explosion so everyone was safe and sound once more. Jeremie was seated at his chair, his fingers weaved together in front of his face as he listened.

Currently, the group was discussing Wanre's potential origins for the first time since he first showed up. Her fault. She had brought it up.

"I'm telling you, I stabbed him right through the XANA's eye," Ulrich was saying, stabbing his own palm with his finger. "He shoulda devirtualized but he didn't. That points toward him not being a monster, but that don't mean he's human either, more likely he's just an AI like what we thought Aelita was. We're just gonna have to fight him like we would fight each other. Gotta stop centering on the XANA's eye. It's no use trying to hit it."

"Man, more troubles, " Odd said with a frown, crossing his arms over his chest. "Yumi and Aelita just said that they found two more, HUGE ONES, that didn't show up on the scanner. Now we find out the beast's invulnerable to the only weak spot we know of. XANA probably has a whole army of monsters just like them or something hidden, just waiting for the perfect moment to spring them on us."

Yumi nodded. "Yeah, besides, he didn't save Aelita. He probably only did it because XANA still has some need for her. There's nothing about him that would suggest that he's human besides his body shape. There's no emotion in him at all besides anger, and he probably got that from XANA. You heard how he was talking about the people caught in the explosion, didn't you? There's no compassion, or empathy, or anything!"

Aelita finally roused herself from leaning back against the wall. "You're wrong," she said softly.

The room turned to look at her. Aelita raised her eyes from the bedspread. "You're wrong," she said again. "Ulrich's right. He's not a monster, but he's wrong about Wanre being an AI." They were openly staring now, and she started fidgeting with her sleeve. "You didn't see him when he realized what he did. He was… shocked. Confused. Vulnerable. He's human."

Jeremie sat forward. "Aelita…"

She straightened her spine and dropped her sleeve. "I have a theory, okay? Just, just listen to me before saying anything." Yumi bit her lip, and Ulrich and Odd looked at each other. Aelita took a deep breath and continued. "I think my father virtualized him as a guinea pig. I don't know, maybe he was a run away or something. But my father, crazy as he is, he loves me. I know that. I-"

Her voice cracked a little and she rubbed her throat. Yumi reached out and grabbed her hand, and she looked back at the other girl with a small smile before addressing the group again. "Anyway, my theory. I think we should materialize him."

"That's mad!" Odd blurted out.

"_Odd!_" hissed Ulrich. But then he added, "He's right though, Princess. That's crazy!"

Yumi hushed both of them and Aelita gave her another grateful glance. "Just listen, okay? I think we should materialize him. If, if I'm right, and he's human, then we can save him. We're suppose to save the world right? Well, if he's innocent, then that means we have to save him too. And, well, if he's not, and I'm wrong, then…" She shrugged helplessly. "No harm done. We can just… put him back into the scanner. And, well, if he's not human then he'll come out like a robot…"

"And we can just smash him like we did to those krabs and kankrelats!" Odd said enthusiastically.

"Right."

"There's still the problem of actually materializing him though," Yumi said.

"I thought about that," Aelita said, clearing her throat a little. "I was thinking we could use that materialization program Jeremie made for me."

Silence fell, and the group looked at Jeremie, who stared over his fingers at Aelita. "We don't even know if it'll work," he said quietly.

Ulrich spoke up then, saying just as quietly, "But we'll never know unless we try. "

Yumi sighed and crossed her arms over her stomach. "And if we try and he comes out exactly like he is on Lyoko? We'll barely be able to fight against him here."

Jeremie continued to stare at Aelita. "Are you sure about this, Ae?"

Aelita nodded. "I'm sure. It's a gut feeling, but I'm sure, Jeremie."

The boy genius sighed again, and leaned back against his chair. He'd made up his mind. "What've we got to lose?"

"Except for our lives," Odd muttered rebelliously. Ulrich punched him on the shoulder.

Yumi shook her head and stood up, heading for the door. "We better start preparing for everything then. And I _mean_ everything," she said pointedly before stepping out.

* * *

_A/N:_

_ THIS CHAPTER. I don't like it too much, mainly because I couldn't figure out a good way to end the chapter. I do like the Wanre vs. Ulrich fight scene._

_ALSO I SWEAR THIS ISN'T AN OC/CANON PAIRING FIC. On another note, I've got some concept pictures of Wanre linked on my profile for the curious. Hope you enjoy! As always reviews are always appreciated.  
_


	4. Vertical

**Disclaimer- **Code: Lyoko and related characters belong to Moonscoop and etc. I do, however, own Wanre.

_ZZZTTT_

_The camera turned on with a small blip of light to reveal an empty chair. A familiar voice in the background shouted, "Go on! I'll catch up in a bit, just gotta check a few things first."_

"_You sure, Jeremie?" asked a concerned but noticeably tired voice._

_Jeremie sounded almost forcibly upbeat. "Yeah, yeah. Don't worry, Aelita, it's nothing big."_

_There was a brief moment of silence, and then a haggard, older looking Jeremie walked on screen only to collapse in the terminal chair. He groaned deeply and massaged his temples before leaning against the left side of his chair with his chin propped up on his hand. He moved his free hand to tap something on the keyboard, paused, as if mildly surprised, and muttered, "Of course," before sinking back into the chair again._

"_Febuary 14, 2007," the boy said in a monotone voice devoid of all life. He paused again, staring at something off screen, brows furrowed as if he was thinking hard at how to say what was on his mind._

_A minute passed by, then two. The only thing moving were his fingers as they drummed against the armrest. Finally he leaned forward, put his head down against the palms of his hands, and said in a harsh, ragged whisper, "He's back."_

_Jeremie reached out, tapped the keyboard, and the screen turned black._

_ZZZTTT_

Yumi had to sneak in through her window when she came home. It was a real pain, always had been, no matter how many times she had done it before. During these times she would wish dearly that her room was on the ground floor and not on the second story above the rose bush.

Huffing and puffing, Yumi steadily pulled herself up the knotted rope that hung from her window, hand over hand, and hoping that no dirt from the flower bed clung to her shoes and stuck to the house. Once she reached the top the girl hauled herself up onto the window sill, quiet as could be, and swung one leg into the room so that she was straddling the window. Then, balancing carefully against the mild height dizziness, she looped the rope around her arm into a bundle.

The entire time her body was tense, the hair on the back of her neck prickling uneasily as she strained her ears to catch any sounds that would be a sign that someone was awake in the house. There was always that panicked fear that her parents would walk in and find her sneaking out for a mission or back in, half-exhausted and covered in dust, after finishing one. She was always lucky though, and tonight the fear remained just that.

Yumi made a quick, looping knot to tie the bundle together and kicked it behind her desk along with her shoes. A quick pause to listen to the house, filled with the snores of her father, and the adrenaline started to drain from her, leaving her body filled with a bone-deep weariness that accompanied any mission. She didn't bother to pull off the sweatshirt she had hastily slipped on when she got the call and instead clambered into her bed and tugged at the blanket.

Except the blanket wouldn't budge.

"Nnn…"

Yumi froze and her heart went into overdrive.

"Yumi?" The sleep grogged voice struck a familiar cord and Yumi sat up, scowling, but somewhat relieved at the fact that she at least knew who was in her bed.

"Hiroki? What're you doing here?" she demanded irritably in a harsh whisper, yanking at her blanket that her little brother was sleeping on top of.

"What'm _I _doing here?" Hiroki shot back, popping up into a sitting position to glare up at his sister. "I think the question is, where the fuck were _you_? It's-" He swiveled his head around to look at the clock. "It's one AM!"

"It's none of your business," Yumi hissed, "And don't swear."

"I'm twelve years old-"

"Go back to your room!"

A moment of silence. Then, "Kaa-chan and Tou-chan were fighting," Hiroki said in a rush, "I couldn't sleep so I came here and you were gone and please can't I stay? I won't tell nobody where you went and-"

Yumi held up a hand to silence him and cocked her head to the side, listening more carefully to the sounds themselves rather than just _sounds_. Her father's snores were coming from downstairs, probably in the living room, and, yes, there it was. Muffled cries so faint people would've thought it was their imagination. The exhaustion from before came rushing back. She could probably sleep for days and still be tired.

"Fine," she said finally, thumping onto her side away from her brother and shoving her face into her pillow. "You can stay. Just go to sleep okay, Hiroki-chan?"

"Yeah," he said. She could feel him wiggling around on the bed next to her to get comfortable. "Yeah. Arigato, oneesan."

"Ie ie."

* * *

"Wanre. Wanre, wake yourself," a deep metallic voice clicked over the sound of steady, rhythmic, stabbing whirrs of machinery.

Wanre growled softly and turned on his side, as reluctant as any human to wake, before slowly sitting up. The whirring stopped, and suddenly his makeshift bed lurched down with a loud groan of gears.

Three different sources of buzzing could be heard from up above along with a soft, breezy chuckle.

"To think, one of our own can sleep," an airy voice, sounding exactly the same as Queenie's without the fire, remarked. Wanre looked up at the sky and watched the giant hornet Elder known as Duchess flutter down to perch on the joint of a giant krab leg next to him. Two squeals announced the dive-bomb tactics of his flies, and he suddenly found his shoulders to be their new perches. "You know your ears twitch?"

Wanre rubbed his ears with his hands and growled something unintelligible as they flattened down.

"I believe the humans would call such a thing 'cute'," the deep voice from before said as Duchess reached out toward Wanre with one spindly foreleg. His blindfold hung from the end.

"It isn't cute," Wanre growled indignantly at the Elder krab he sat on as he took back his blindfold.

"Is cute," Duchess affirmed, her chuckle just the barest sigh of the wind as she jumped into the air and flew to one of the rocky spires that surrounded what Sebastian, the krab, considered his "humble" abode.

Wanre glared at her, and then was clipped in the face as the flies took flight when the Sebastian started to shake, settling down comfortable in the sand of the desert sector. Huffing softly in his hurt pride, Wanre jumped to the ground while he yanked his blindfold over his head and let it dangle from the base of his neck.

Sebastian was the second largest Elder that Wanre had met, second only to Queenie, who, he was assured of, was the largest. Sebastian was not quite double the size of a normal krab, which was a bit unusual. All the other Elders he had met were at least twice as big as their children. However, the intimidating spikes on Sebastian's shell and legs, combined with the two menacing pinchers situated on either side of his three eyes, left no room to doubt his status. Currently, Sebastian was half-buried in the sand, legs curled up on either side of him like some fat, happy tarantula.

"Queenie told me you were going to experiment in your fighting with the human children," Sebastian said, "From the rescue Queenie and Duchess had to pull, I take it that your experiment did not go as planned?" There was a mild hint of disapproval in that pleasant, metallic voice.

Wanre blanched slightly and sat down on a convenient dune, digging his paws into the sand. "It wasn't an experiment," he said, flipping his left hand in the air. "I was going to… but the apes had gotten weapon upgrades. I wasn't going to chance experimenting until I got more information on their new abilities. Besides, I wasn't so sure that I could fight as well as I normally would've with these new blades on my arms." As an afterthought, he looked up at Duchess and added, "I'm sorry that you and Queenie had to show yourselves. I know the Elders would rather be left alone in the fight between the humans and my Master."

"An upgrade?" Sebastian asked, the slightly higher pitched inflection in his voice the only thing that signaled his statement was also a question. The krab shifted slightly to look up at Duchess. Wanre rolled his eyes and fell back onto the sand with a muted _thud._

They were communicating telepathically. For some reason all the Elders could do this with each other; they could even do it from different sectors. They could also do it with his Master, but when he had asked about it Queenie bluntly stated that they did not interfere with XANA and XANA did not interfere with them.

It was a curious topic… one that he would very much like to learn more about, but he had enough sense when to leave things well enough alone.

"Duchess tells me you saved the Creator's daughter," Sebastian remarked after a few minutes.

Wanre bolted upright and scowled. "I did not _save_ her," he rasped. The flies flew down from their playing to huddle by his side as if in comfort. He ignored them and stared at Sebastian. "I did not _save_ her," he repeated, "I just… I… I caught her."

"Prevented fall into digital sea, same thing," Duchess said.

"Regardless of the technicalities," Sebastian continued, "Have you thought about the consequences of your actions?"

Wanre scowled deeper. Of course he had. The moment he felt his claws ripping down the stone his mind started firing off scenarios of what could happen next.

Seeing his expression, Sebastian chugged on to another question, "Do you know why you did it?"

Wanre lowered his eyes, scooped up a palmful of sand, and watched the grains slowly fall to the ground. "No," he whispered. His eyes snapped up at the krab. "Do you know why?"

Sebastian shuddered in his version of a shrug. "We have theories."

Duchess buzzed down and landed on top of his shell. "We think it is a deep, embedded program," she said, her head tilted to the side. "Your… subconscious."

"I don't _have_ a subconscious," Wanre snarled, flinging the rest of the sand in his hand away. "I am a _program_ created by my Master to do as He wills."

Sebastian's three eyes lit up for a brief moment before dimming. "Who is to say… you have emotions – do not snort at me- and a very innate and natural curiosity. The rest of us, we can only simulate such things, and our curiosity is limited to our programming and purpose. "

Eyes narrowing, Wanre slinked onto his feet and curled his hands into fists at his sides, ignoring the sharp prickling of his claws cutting into his palms. "What're you insinuating?"

"Insinuate nothing, "Duchess said. "Only observe."

"Do not think so negatively of your actions, Wanre," Sebastian sighed, "Preventing her fall could prove to be fruitful."

Hearing this, Wanre's ears pulled forward and his hands loosened their tight fists. Seeing that he had the monster's attention, Sebastian said, "The humans have reason to not try and kill you. Or at the very least, the Creator's daughter, will. I suggest you use this to your advantage."

* * *

It took five days to reconfigure the materialization program and come up with a viable plan of what to do once the program was launched and their target materialized.

"Why do you even need to mess with the damn thing?" Odd had griped one time in Jeremie's room, watching the boy genius tap away while he twirled a pencil around his fingers.

"I'm making sure that everything's still functional and that the programming's perfect," Jeremie had replied without looking up. "Since I don't have access to Wanre's programming I can't exactly run a simulation."

Hearing this, Odd tossed his pencil at the back of Jeremie's head where it made a muted _thack_. Jeremie swiveled around in his chair and stared daggers at the other blond, who said, "For a genius you sure are dumb sometimes. Let's just go to Sector 5 and hack it."

Four pairs of incredulous eyes stared at him. Odd scowled. "What?"

"Who are you and what have you done with my roommate?" Ulrich demanded.

"Shut up."

So they did. End up going to Carthage that is.

* * *

Ulrich swallowed a groan when they arrived in the Arena of Carthage. He looked down at the ground until the walls stopped spinning in an attempt to keep his vertigo under control.

"Alrightie, time to go!" Odd yipped as he took off and led the way down the newly formed passageway.

Up above, Jeremie shouted out instructions to guide them through the pale blue maze. "You should be coming onto a big chamber now. The Key's located on the back wall!"

The group turned the corner and was blasted with a bright light from the end of the hallway.

"Got it, Einstein!" Odd shouted.

Ulrich unsheathed his twin katanas from his back and readied them in front of him as he ran. "I'll go on ahead!" he shouted behind him. "Supersprint!" He bolted up through the doorway and was immediately barraged with laser blasts. He circled back around to the chamber entrance and took shelter behind a large column, cursing quietly.

"Creepers!" he yelled as the gang approached. Right then a laser blasted onto the ground where Odd stepped out of the hallway. The boy yowled and lept up, his tail fur standing on end. Yumi blocked the next two shots and tossed her fan up with a yell while Aelita snuck into the chamber behind her and stood next to Ulrich, twin energy fields formed in her hand to block other lasers. The fan screamed up into the air and sliced into a creeper perched on a square balcony near the high ceiling of the chamber.

"A minute left!"

"They're all up near the ceiling!" Yumi cart wheeled out of the way of another fire. "Odd and I'll take care of them! You and Aelita find the key!"

"Roger!"

"I'll take the left, Aelita you take right!"

"Got it!"

Ulrich twirled his katanas a couple of times to warm up his wrists and then once more shouted, "Supersprint!"

He left the group behind in a blur and zoomed around the chamber, just barely missing the pillars that randomly shot up from the floor. He could hear the lasers of the creepers blasting past him, just missing him by a scant few centimeters or clinking off of his trusty blades.

"Forty seconds left!"

_Where is it where is it where is it?_ Maybe he missed it? Ulrich skidded into a u-turn and zoomed back around his side of the chamber, looking higher than he did last time.

"See anything?" Odd shouted, shooting laser arrows up around the roof. Three explosions signaled the end of three monsters.

"Not yet!" Ulrich yelled as he zoomed past him for the second time.

"Ulrich! Here!"

"Thirty seconds!"

Another skid mark on the floor as Ulrich turned directions. He saw Aelita blocking a barrage of lasers from the creeper standing guard over the key situated over two-thirds of the way up a perfectly smooth, vertical wall. _Can I make it up that?_

"Hang tight, Aelita!" he yelled, sheathing his swords. Aelita looked over her shoulder just in time for him to seize her around the waist and zoom straight up the wall before she could scream in surprise. Thankfully she kept up her energy fields and used them a shield against the creeper. About half way up the wall he felt his footing start to slip. Another three feet and he was starting to feel himself plateauing in the air. Aelita fired off her energy fields and it enveloped the monster standing guard.

"Fifteen seconds!"

Ulrich clenched his jaw tight and tossed Aelita the rest of the way before all of his momentum could be lost just as the creeper exploded into pieces. And then he fell.

It was like he could see everything in slow motion while he fell, just like in a movie. The air seemed to slow down as Aelita flew up the rest of the way and just barely hit the Key by the tips of her fingers. He watched as the Key collapsed in on itself and glowed a brilliant white as it sank into the wall.

"Gotcha!" Odd and Yumi yelled, and the world came crashing back. Ulrich rushed through the air and landed with a jarring stop in two pairs of arms. Apparently he had closed his eyes when he got caught, because he was then unceremoniously dumped the last three feet on the ground and found himself blinking up at Aelita's backside as Yumi and Odd caught her and she came within four inches of slamming into his nose.

"Hoo!" Jeremie sighed. Ulrich could almost see him collapsing in his chair. "Okay. Everyone okay?"

"Yeah. As close as we can be to okay," Yumi replied, setting Aelita on her feet.

Odd crouched down next to Ulrich and waved his hand in front of his face. "Yoo-hoooo! You alright down there?"

Ulrich groaned and pushed away Odd's hand as he sat up, squeezing his eyes closed. He heard the girls giggling next to him, and then felt Yumi sympathetically patting the top of his head. When he opened his eyes he found Odd and Yumi's extended, helping hand, and grinned as they helped pull him to his feet.

"I gotta say, man," Odd said, thumping his back. "That was one of the cooler things you did on Lyoko."

"Yeah," Aelita said with a wide smile and looping an arm through his. "Fast thinking and fast feet."

Yumi chuckled softly and shook her head as Jeremie said, "Alright guys, we're losing time let's go!"

"Here we go again," Yumi said, rolling her eyes.

They went off at a fast clip down a newly opened hallway. Within a couple minutes they were running out onto one of the piers protruding out into the celestial dome. Unlike the other times they had come here, today the interface window was up.

"Huh. That's weird," Aelita murmured, her eyebrows scrunching together in scrutiny.

The rest of them narrowed their eyes and readied their weapons.

"Jeremie?" Yumi said questioningly.

"Already on it," Jeremie said. "…The supercomputer's not picking up anything. Whatever… or whoever was here, they're gone now." That news didn't do much to put the team at ease. Only Odd seemed to give any sign that he had relaxed a little by propping his hands on his hips.

"How long do you think you'll need to get the data?" Yumi asked quietly, sliding along the pier to stand at Aelita's back as the pink haired girl stepped up to the interface.

"I'm not sure… it depends on how well hidden the file is," Aelita responded. She paused, then said, "Whoever was here last forgot to close one last window."

Everyone looked over at her.

"What is it, Aelita?" Jeremie asked.

"It's… a cache. With articles," she said , surprise clear in her voice. "Articles on different martial arts styles, and psychology, and biology, and- and…."

Odd crept closer and looked over Aelita's shoulder. "And?"

"And… Kadic." The last word came out as a whisper.

"Wanre," Jeremie said immediately. "It's Wanre. He's been researching."

Ulrich gripped the handles of his katanas tighter, grumbling, "Great. That's not creepy at all."

"We'll deal with this later," Jeremie said firmly. "Right now we need to get the data before the mantas come."

Aelita nodded. "Right."

It didn't take too long for the mantas to start hatching. Five minutes maybe? He didn't know, and right now he didn't particularly care.

"Jeremie!" Ulrich shouted up. "Mantas are starting to hatch we need vehicles!"

"Coming right up, hang on!"

"Hey, Ae," Odd said, "How far you getting?"

"Getting there," she said, sounding mildly annoyed as her fingers flew across the screen, opening and closing windows as needed.

The walls of the sphere started bulging even more, and from behind the navy blue covering, muffled screeches could be heard.

"Jeremie…" Yumi said.

"Two more seconds!"

True to his word, within two seconds the vehicles materialized next to the platforms. Everyone but Aelita jumped onto them and flew away from the pier, wordlessly adopting defensive positions around the girl.

"Remember, Yumi, Odd, you have about half of your lifepoints left from that creeper attack. Watch yourselves!"

"Yeah, yeah, blah blah blah we got it, we got it!" Odd shot off on his overboard to the first bulge. A manta head poked its head out and screeched. "Laser arrow!" The shot missed as the manta dived steeply. "Damnit!"

"Nice job Odd," Yumi drawled, circling above the remaining two bulges whose mantas were now slithering out.

"Shut up, Yumi."

Ulrich sighed loudly and revved up his overbike a couple of times before shooting up. Above him the mantas were already engaged in a dogfight with Odd and Yumi, and one managed to score a hit on Odd's leg.

"Careful, Odd!" he called.

"I'm fine!" he shouted.

"Hyah!"

A tessen fan zipped over a nearby manta's back and the resulting shockwave from the explosion caused Odd to yelp and cling onto his overboard as it threatened to spill him over.

"Yumi!"

"Sorry Odd!"

Ulrich flew by her and chuckled. "That was payback wasn't it?"

Yumi held up a finger to her lips and smirked at him before calling down to Aelita, "How're you doing down there?"

"I found a trail! Give me two more minutes!"

Ulrich shrugged and chased after a manta. "You heard the lady!"

A manta screamed and fired a laser. It caught Odd in the chest and he devirtualized while shaking his fist at the monster. Ulrich pulled up above it and jumped onto the offending monster, stabbing it through quickly before back-flipping back onto the overbike. "One more left!" he yelled over the explosion.

"Four more left!" Yumi corrected him, pointing up at three more squirming bulges in the wall.

"Scratch the two minutes," Aelita called up. "Jeremie I need a password!"

Ulrich growled. "Aaah…. _Shit."_

_

* * *

_

Things were starting to get pretty heated. Jeremie was still trying to crack the password to download the file and in that time six more mantas had hatched. Ulrich and Yumi were doing their best to hold most of them back, but a couple had slipped past their barricade. Aelita ducked under a laser fire and charged up an energy field in her palm. "Jeremie!"

"I know! Just- ten more seconds!"

"I don't think we're gonna last that long!" Ulrich yelled, leaning so far down over his overbike to slash at a manta that she was surprised he didn't fall. "Five! Four!"

"Energy field!" The manta harassing her exploded.

"You're gonna have to!"

A startled cry and a boom. "There goes Yumi," Ulrich bemoaned. "Three! Two!"

"One!" A affirmative beep from the interface.

"Jeremie!" Aelita said, her back now almost pressed up against the interface as she blocked the onslaught of another manta and then shot an energy field at it. "It's working! How long is the download going to take?"

"Uh."

Ulrich obliterated another manta and looked up to see the wall bulging again. "Jeremie our problems are gonna get added to again!"

"A minute- maybe!"

"Ulrich! Duck! Energy field!" Ulrich ducked his head to the side just as Aelita's ball of doom flew past it to hit the manta behind him.

Ulrich glanced behind him to see it explode. "Hoo, thanks Ae!"

"Thank me later!" she yelled, charging up two more blasts. "Got more company!"

"Someone needs to get neutered!" Ulrich growled in frustration. "I am getting _really tired_-" Ulrich lifted up his sword and blocked a blast at his head. "Okay, that's _it!_"

_A minute. Just a minute_. _Oh god please just be a minute_. Aelita thought, eyes flicking up at the threatening bulges. She got her wish. A minute later Jeremie called, "Got it! Hang on for materialization!"

Ulrich froze in mid-swing as a laser pierced his stomach and his color started disappearing. Aelita got blasted onto her back. She managed push herself up onto her elbows before another laser found its mark on her shoulder and she started to disintegrate into tiny blue squares.

* * *

_Japanese translations (the best that I can make out):_  
_Kaa-chan, Tou-chan: Informal (usually used for kids) form of mom and dad, respectively._  
_Arigato- Thank you_  
_Oneesan- Older sister_  
_Ie ie- Okay, used in place of "no problem"_

_A/N:_

_As always, a big thank you to everyone who reads and reviews. We're getting close to settling down comfortably for the main plot; just hang on there a little more!  
_


	5. Materialization

**Disclaimer- **Code: Lyoko and related characters belong to Moonscoop and etc. I do, however, own Wanre.

_ZZZTTT_

_The camera blinked on. Jeremie sat in the terminal chair, carefully tilted to his left, rubbing his shoulder with a grimace. A newly formed bruise blossomed on his cheek. _

"_May 3, 2007," the boy said, carefully leaning back with a wince. "The materialization was a success but…"_

_He paused, looked at something off screen with narrowed eyes, and said, "I'm not sure if that's a good thing. Things have… have gotten much more complicated. " A nervous hand ran through his hair. "We hoped… I hoped… that the materialization would break whatever hold XANA had on Wanre, or maybe there would be a moment of amnesia so that we could explain our intentions, or if being materialized would disorient him enough so that we could restrain him and explain ourselves, or even if he wasn't what we thought- what Aelita thought- and that he'd come through as an android or something that we could destroy like the other XANA monsters."_

_Jeremie shook his head and sighed deeply, rubbing his temples, before looking back at the screen. "He's fast, and strong. Much stronger than any of us, and inherently dangerous. He's as built on Earth as he is on Lyoko, and apparently has no qualms about trying to kill us. But… he can bleed. He has a heartbeat and a pulse. And we can't… we can't kill him, nor can we send him back."_

_He leaned forward, staring at the screen, resting his arms on his lap. "We have a chance here, to save him, if he can be saved. But can we take that chance to try and save someone who does not want to be saved?"_

_ZZZTTT_

That night, Jeremie ran the simulation with great success. Not long after, Yumi asked, "What're we going to do if he attacks?"

"We'll beat him," Odd said, and smashed his right fist into the palm of his left hand.

Aelita added, "Just enough to restrain him and explain what's going on." Odd crossed his arms over his chest and stuck his nose up.

The next day, while the group was gathered in the library, Yumi brought up another point.

"Where's he gonna stay if everything goes well?"

"Not with us," Odd and Ulrich said at the same time. The two exchanged small looks of amusement before Ulrich elaborated with, "We're crowded enough as it is."

Aelita scratched her head. "Well-"

"**NO,**" intoned four voices.

She glared at them. "I wasn't going to suggest _that._ I was going to say that he could probably stay with Jeremie."

The boy genius stared at her, and then stared at Yumi with pleading eyes. "Do you think you'd be able to say that he's another penpal?"

Yumi shook her head. "A girl's one thing; a guy is something completely different."

Jeremie sighed, leaned back against his chair, pushed his glasses up, and massaged the bridge of his nose. "Then… he'll have to stay with me until we can figure out what to do then."

It was the morning after now, and everyone, sans Yumi, were gathered in the cafeteria mulling over their breakfast. Everyone except Odd, that is. He was busy inhaling his food.

"Okay, so," Ulrich started, clacking his tray on the table as he slid into the seat next to Odd.

Odd interrupted by pointing a fork at Ulrich's pancakes. "You gonna eat that?"

"Yes. Don't touch." Ulrich smacked the other's hand hovering over his toast without missing a beat. "As I was saying, I got it. They're in my room."

"Got what?" Odd asked around a mouthful of porridge.

"The cables, moron. Remember? You said you didn't want to wake up so early to get them."

"Oh yeah!" Odd snickered. "How'd you get around Jim?"

Ulrich waggled his eyebrows. "Got lucky. Sissi decided to throw a temper tantrum because some poor sap decided to pour syrup in front of her door." The table was suddenly surrounded by chortles and giggles.

"So everything's ready," Aelita said, "I was thinking maybe we could do it tonight-"

Ulrich shook his head. "Nuh-uh, we've got an essay due in French remember?"

Aelita frowned. "We've had two weeks to do that!"

Odd grinned cheekily. "We're not all over achievers like you and Einstein."

"Tomorrow's Friday. We can do it after school," Jeremie interjected.

After a small pause to mentally re-evaluate their schedules, everyone nodded. Just then, Aelita glanced out the window and smiled. "Hey look! Yumi's here early today."

The kids turned their heads to look out the window. Chuckling, Odd elbowed Ulrich in the side. "Hey, hey. Looks like William's making another move on Yumi. Better get your game together, dude."

Ulrich flushed and shoved his snickering roommate. "If you know what's good for you, you'll shut up."

Jeremie averted his eyes down at the tray and smiled. His friends, it seemed, could always find a way to joke around and act their age no matter the circumstances.

He finished his porridge and looked up in time to see that everyone else was still looking out the window, smirking and waving, at Yumi, who in turn glared at them over William's shoulder. They watched the girl smile awkwardly at the boy and make what must've obviously been half-assed excuses before sliding her way around his side to all but sprint for the cafeteria.

"Thanks for the help," Yumi said sarcastically, plucking a chair from a nearby table to twirl around so that she could sit on it backwards at the head of their table. "For your insolence I demand your breakfast as payment." She snatched up Ulrich's toast.

Odd gasped loudly and turned woeful eyes on his best friend. "Man, I thought bros before hoes was still in effect."

The table jumped a few centimeters as Ulrich started slamming his forehead a couple of times against the desk next to his tray. Aelita giggled and patted the boy sympathetically on the shoulder. Yumi cuffed the back of Odd's head. Odd giggled hysterically and pointed at her, chortling, "Girl, you should see your face."

Yumi munched on her stolen piece of toast and grumbled. "Not in the mood, Odd."

"Something wrong, Yumi?" Aelita asked in concern.

"Nnn… just barely escaped getting chewed out by my dad," Yumi replied around a mouthful of bread. "He wanted to talk to me about my grades. They're starting to slip again apparently."

Everyone sighed. It was a common problem. There was only so much homework they could get done while working on anything that applied to saving the world.

"So, anyway," Yumi said, abruptly changing the subject. "What's the news on the home front?"

Jeremie pushed up his glasses. "We're thinking of heading over to the factory tomorrow after school. You think you can make it?"

"Yeah, if my parents don't decide I need to do some babysitting." She rolled her eyes. "Honestly, Hiroki's old enough to stay home a couple hours alone."

Odd cheered, and the cafeteria chatter quieted down a little as all the other students looked over in their direction curiously. Ulrich sighed and waved them back to their own conversations, saying, "It's nothing, he's just being Odd."

A couple of the closer students raised dubious brows at him, but they turned back around and went back to what they were doing before. Within a couple minutes the cafeteria was back to its usual morning rowdiness. However, that hum of conservation was once again broken by a rather unexpected arrival.

The students nearest to the door noticed first. Usually, they wouldn't care much if Principal Delmas and Jim came into the cafeteria to announce something. In fact they probably wouldn't even stop talking to each other until Jim bellowed his lungs out.

Today was different. Along with Principal Delmas and Jim were two dark haired strangers, both looking quite official. The middle-aged man was a little taller than Jim with broad shoulders, buzz cut, beige dress shirt, navy tie, and black suit. The woman next to him stood just up to his nose, dressed much the same way except she wore a crimson dress shirt, no tie, and a black, thigh length trench coat. Despite the fact that her short cropped hair was graying, her facial features made it clear that she was a few years younger than her colleague, perhaps late twenties, early thirties.

"Alright, you ragamuffins!" Jim yelled. "Quiet down! Where's Qin Delacroix?"

A hush rolled over the cafeteria. Even the warriors stopped their talking to look at the two strangers beside the principal and teacher. Jeremie was the only one who lost interest when Qin finally stood up from his lone table to walk, stiff backed, to the front. He had more important things to think about than a potentially troublesome rich boy in a self-imposed exile. Like finishing the tranquilizer program, for example.

Jim glared at the students. "Go back to your business." The teens started talking again, but they were noticeably quieter.

"Now, Qin, you're not in trouble," Delmas could be heard saying despite his lowered voice as he put a comforting hand on the boy's shoulder. "These two detectives just want to have a quick word with you."

The man held out a hand to shake. "I'm Detective Girard, this is Detective Leroy. We have a couple questions to ask you, and if you want we can step outside-"

"He hasn't spoken to me," Qin interrupted dully, staring up at the detective with iron eyes. "That's what you wanted to know right?"

"Qin!" Delmas said, shocked at his interruption. There was a small ripple in the student body as they leaned forward. Even Jeremie glanced up over his laptop curiously. Qin wasn't known for being rude.

Detective Girard folded his ignored hand back into his suit pocket while Detective Leroy smiled lightly. "It's quite alright, Principal Delmas," she said. "That was what we were going to ask." She turned her attention to Qin and held out a card. "But here, my card. In case anything happens."

"What do you think that's about?" Odd whispered.

Ulrich shrugged and turned around in his seat to finish off his breakfast.

"Well, whatever it is, it's not exactly our business is it?" Jeremie said, eyes scanning his laptop screen for any computing mistakes.

"No," Odd agreed, "But it's interesting."

Aelita giggled softly. "You really are a cat."

Yumi smiled wryly. "And you know what they say about cats and curiosity."

"Yeah," Odd said brightly with a large, cheshire grin, "'And satisfaction brought it back.'"

* * *

The next day couldn't past by quickly enough. Jeremie sat in class jiggling his leg up and down, trying to ignore all the scenarios running through his head. It would be so easy for XANA to set up a trap. It would be so easy that Aelita's theory was wrong. It would be so easy that Odd would get over-excited and miss hitting Wanre with the tranquilizer and end up double shooting with an actual laser arrow and end up devirtualizing him.

Jeremie plopped his head down in his notebook and groaned.

Finally, the bell rang and Jeremie, Aelita, Odd, and Ulrich shot up out of their chairs to rush for the door. Within minutes they met up with Yumi and rushed to the factory. Once in the lab, Jeremie slid into the terminal chair, with Aelita standing next to him, and popped in a disc. A window immediately popped up with a small _bleep_, and Jeremie smiled and cracked his knuckles.

"I get first dibs," Odd said to Ulrich and Yumi. "I got some payback I need to dish out before we go all _noble._"

Jeremie did a quick skim over the program as Aelita asked, "So this is it?"

Jeremie nodded, and then called over his shoulder, "Hey, guys! Get over here I need to talk to you."

The chatter behind him ceased and the next moment the fighters were gathered around him in their customary spots: Ulrich and Yumi on one side, Odd and Aelita on the other. Odd leaned forward on Jeremie's armrest, peering at the screen in curiosity.

"So what's this thing huh?"

"The tranquilizer program. Once you're virtualized on Lyoko I'll program it into one of your laser arrows," Jeremie explained, tapping the tip of his fingers together. "But it'll only work once. If you miss, I'll need time to reload it. That means that you two," he looked over at Ulrich and Yumi, "Are in charge of keeping our potential new friend in one place long enough for Odd to fire a shot."

Ulrich blinked at Jeremie, and then quirked up a brow. "Are you serious?" he asked in a deadpan voice.

When there was no shout of 'SURPRISE!' Yumi frowned and shouted, "Are you crazy? The beast's always moving! And he's stronger than us! How are you expecting us to pin him down long enough for Odd to play Crocodile Dundee?"

"Well, you'll have to figure out something," Jeremie said in a matter-of-fact voice. "And you don't have to _pin_ him down. Just keep him from leaping all over the place like he usually does. You know, distract him."

"You know," Aelita said, drawing all attention on her. "I noticed that he rarely ever gets into group fights with us. And when he does he seems awfully quick to get out of it. Maybe there's a reason for that?"

"Sure. He doesn't want to get double-teamed," Odd drawled, "Don't seem like the touchy feely sorta person anyway." He paused. "Well,_ that_ kinda touchy feely, if you know what I mean."

Ulrich facepalmed while Yumi said, "Odd, just… no. Just no."

"…What?"

"It's better off if you don't know, Aelita."

Jeremie sighed and pinched his nose as he waved his hand in a 'go away' gesture. "Just get down to the scanners." As the others started for the elevator, Jeremie reached out and grasped onto Aelita's shoulder. "Aelita, wait."

Aelita turned and smiled at him. "Yes, Jeremie?"

"Um," Jeremie rubbed the back of his neck. "Actually, Aelita, I think that… maybe you should stay here."

Her brows furrowed together. "I can take care of myself," she said stiffly.

Jeremie held up his hands, his eyes wide. "I-I know that! It's just… it'd be a temptation. For, you know. For him."

Aelita crossed her arms over her chest and scowled, "Jeremie. I'm going. This was my idea in the first place."

Jeremie frowned back at her, but quickly backtracked and looked down, rubbing the back of his neck again. "Well, fine, okay." He bit his lip when she turned away. "Wait! I, uh. I made a program. After that last time with him holding you hostage… I've actually been working on it for a while, since the upgrades."

She looked over her shoulder and quirked up an eyebrow. Jeremie hastened to explain, "They're, well. You'll see." He smiled awkwardly. "They'll help in any hard situation. A handy get-away card."

Aelita smiled slightly and headed for the elevator. "Alright. Thank you. And I'll try to stay out of the direct fight."

Jeremie smiled as well, but in relief instead of reassurance.

* * *

Weave left, right, block, duck!

Hit two, three!

Jump! Spin kick!

Wanre's shin guard connected with a metal crab claw with a loud clang. The next second he felt the claw close around his leg and fling him into a dune nearly thirteen feet away and get completely covered by dirt.

"Almost," chuckled Sebastian. Another series of high pitched clicks joined with the Elder krab's while Wanre clawed his way back to the air, spitting sand out of his mouth. "Do you wish to try again?"

"Stop teasing the poor render," said a beetle like monster next to Sebastian. It looked a lot like a kankrelat, but as tall as a man's shoulder with a crested head ontop of a compact, armor plated body, connected by a short, segmented neck. "It is not exactly fair when you stand at twice his height with armored claws the size of his torso."

"It forces him to use his brain, Triton," Sebastian replied pleasantly, "Which is the most important factor if he is to survive against the humans."

The other Elder's one eye dimmed slightly, then flared back into a bright scarlet as he nodded his spiky, crested head. "That is very true."

Wanre dragged himself out of the sand quickly, growling a little in frustration as he shook his entire body from the tips of his ears to the tips of his toes like some overgrown dog. "No more throwing," he snarled at the two.

"If you hate the feeling of sand in your mouth then close it," Sebastian said, still sounding very pleasant.

Wanre growled as he ran his claws through his hair to shake loose the grains of sand. "Do you wish for me to close my nose too?"

"Just do not inhale."

He flattened his ears again and shook out his arms, grumbling under his breath. His ever present flies trilled questioningly above his head and landed on his shoulders like two parrots. Wanre ignored them; he was too focused on his vambraces and how the blades refused to retract. "Sebastian!" he roared, startling the two tiny monsters off of him with two twin squeals. "You broke my blades!"

"You have really done it this time," Triton said, managing to sound like he was drawling despite the metallic voice.

"Hush." Sebastian skittered over, clicking his claws together in front of him against his shell. Wanre held his arms up for inspection as the hydraulics in Sebastian's legs leaned him down. "Hm. I do not see anything wrong on the outside. The sands must have got into the gears under the plating."

"Great. Fix it."

"You cannot expect me to clean such delicate instruments with these big things can you?"

"Well, tell me how to take these off and I'll clean it."

"Did XANA not tell-"

"I don't think he ever expected that I'd get buried alive."

Triton, who had followed Sebastian, leaned up on his back two legs, balancing himself by placing his rear end firmly in the sand. "Wanre, come here."

Wanre huffed softly and lowered his arms just below Triton's head. Triton tilted his head this way and that, and Wanre could hear the small gears in his eye focusing in and out at his vambraces, inspecting them from every angle. After several minutes, Triton let out a mechanized, "Aha," and placed his needle like front claw against the inside of Wanre's right vambrace where it was closest to the elbow. There was a small hiss as the locks of the vambrace flipped open and the vambrace itself fell off his arm and landed with a dull thud on the sand.

"There you go," Triton said. He sounded smug.

Wanre bent down and picked up the vambrace, looking at the spot where Triton had pushed. Inside, just under the armor at the edge, was a catch similar to the one at the base of his palm, and on the other half of the vambrace, were the gears and dagger, dusted over with sand. Wanre sighed heavily. "Time to get to work."

"Actually, would you mind leaving this here? It is not everyday I get the chance to examine something new."

"Nor I," piped Sebastian.

Wanre's brows rose up toward his hairline, and after a moment he shrugged his shoulders and unlocked his other vambrace. "Sure." Not like he'd be able to do much with them in their current state, and if XANA needed him again he'll just work with the monsters more. He placed the other vambrace on the ground in front of Triton and stretched, cracking his back. "While you're busy, I'm gonna go take a walk." He snapped his fingers and his flies flew over to him, once more landing on his shoulders. He scooped up Fly 2 and placed it on Sebastian's claw. "When you're done just tell Two. One'll alert me."

The Elders nodded, obviously already lost in their examination. Wanre didn't wait for the response. He had already headed off for the entrance that led to the system of underground corridors leading from Sebastian's sandy pit to the rest of the desert sector.

* * *

"Hey Einstein, you find that beast yet?" Odd whined, rolling his shoulders. He was sitting on his overboard, kicking his feet and generally moving every bit of his body that he could to get rid of the restless energy built up in his body.

"Patience, you need some," was Jeremie's response. Ulrich snickered behind his hand. He was leaning over the handles of his overbike, one leg braced against the ground to support the tilt of the vehicle.

Yumi sighed. She was sitting on the back of the overwing, her head in her hands, arms propped up on her lap. "It didn't take this long during the simulation."

"Yeah, well, there's a reason why it's called a _simulation_," replied Jeremie irritably. _Someone_ woke up on the wrong side of the bed.

"Is it even working?"

"Yes, Odd, it's working. Just hold your pants."

"But… I don't _have_ any pants-"

"Wait, shut up, it's working!"

Ulrich revved up his overbike, muttering under his breath, "Finally."

"Alright, ladies and germ!" Odd hooted, jumping to his feet on his overboard. "Time to get moving! Hey, Princess, stop admiring your new jewelry and let's go, go, go!"

Aelita shot the cat a rather bemused look from where she was pacing, glancing off to the sky occasionally and then down at the new star shaped bracelet on her right wrist. "Calm down, Odd," she said, taking Yumi's helping hand onto the overwing. "You'll give yourself a heart attack."

Yumi, ever the responsible one, called up, "Where're we heading, Jeremie?"

"Ten degrees southeast," Jeremie responded. "Looks like it's actually not too far."

Ulrich's vehicle roared down the pathway, scattering sand and dirt behind him while the other two hummed behind him in the air.

"Hm. That's weird…" Jeremie murmured. Odd could just see him rubbing his chin in thought.

"What?"

"The superscanner's saying that Wanre's in some underground cavern system, but at one point part of it just disappears."

The four warriors glanced at each other wearily. Odd grumbled loudly. "Great. Random tower activations, giant monsters, monster rescue missions, and now, mysterious, disappearing sector parts. Next thing you know we're gonna meet some chick who claims to know everything bout us and is XANA's daughter."

"Please don't say that," Yumi groaned.

Several minutes later, the group pulled up to an edge that led down into an enormous sinkhole. A dirt path wound around its edge, spiraling down into the center where there was a circle of cleared ground, and where up against the eastern side the pitch black mouth of a cave mouth yawned wide in the orange red rock. The fighters jumped off their vehicles quickly, for there was no telling just how close their prey was, and it was essential that their prey was caught off guard.

Odd snorted slightly from his sniper's perch. It was a bit weird, thinking of the monster that had hunted them was now being the huntee. Odd crouched a bit lower at the edge of the perch, narrowing his eyes. Aelita was on the walkway over the cave mouth. Ulrich and Yumi were to the sides, also on the walkway, but above the bottom of the pit and lower than Aelita and hidden from immediate view (hopefully) from the cave mouth. Ulrich had his swords unsheathed, but he held them backwards. Yumi had her fans out as well, but she kept them closed so that they were no more than thick, short clubs.

Maybe luck was rewarding them at last, but the moment everyone was settled, a muffled buzzing could be heard coming from the cave. Rocks dug into his belly as Odd sunk onto his belly and carefully aimed his arm. _One chance,_ he repeated in his head. _One chance. _

A flying bug zipped into the air from the cave suddenly, its one, giant red eye wheeling around as it did cartwheels in the sky and Wanre padded out behind it. It squealed suddenly, and Odd spotted Wanre's ears twitch back on his head just as Ulrich leapt from his perch. A flash of yellow, a flash of black, and suddenly both Wanre and Ulrich were thrown into the surrounding rocks. A snarl rippled through the air and Wanre leapt at Ulrich before he could recover. Before the monster could rip into the boy's torso, Yumi jumped onto his shoulders and slammed the butts of her fans onto the top of his head (of course- Ulrich had used himself as bait to position Wanre right under Yumi). Wanre buckled onto his knees with a groan.

"Now, Odd!" screamed Yumi.

Odd tensed, ready to fire- when the forgotten flying monster came speeding out of nowhere and slammed its rock hard body into the side of his face.

"Argh!" Odd felt his neck crack.

When he was back in position (and fending off a livid gnat) he saw Yumi get lifted from the ground and thrown into the rock on the other side of the pit by a stumbling Wanre. Wanre then let out another, slightly strangled, snarl as Ulrich jumped onto his back, hooking his arms under the other's jaw in a chokehold. His katanas could be seen stabbed into the wall some feet past the monster- thrown, perhaps?

A pink explosion caught on the rocks directly in front of Odd, startling him so bad he almost slipped.

"Damnit, Aelita!"

"Sorry! I was trying to get the-agh!" He saw Aelita duck under the tiny monster, blue sparks flying from her forearm where the needle sharp legs had sliced past it.

Back in the pit, Wanre fell onto his back and painfully twisted his torso to claw at Ulrich, whose arms were laced with blue, damaging sparks.

"Odd!" Ulrich growled between gritted teeth, knocking aside two swipes and managing to land a lightning fast punch to Wanre's jaw.

"Well, if you get your FATASS OUT OF THE WAY!"

Wanre's blindfold was yanked over Ulrich's eyes and, using this new handle, jerked his head sharply to the left. Wanre then rammed the heel of his palm up into Ulrich's jaw. Ulrich crumpled to the side and Wanre shoved him off. Odd fired, and, at the last second, the fly clamped itself down on his fist. The resulting explosion knocked Odd off his feet, and his ledge, into the pit.

Odd could hear Jeremie cursing from up above as he scrambled to his feet, panting. Wanre stood barely three feet from him, red eyes livid, with one of his unstrapped red belts wrapped once around the palm of his hands. Odd leapt back when the monster lunged, his own claws tensed in front of him.

Yumi made her reappearance with a flying elbow into Wanre's face. The monster let out a shocked growl and snapped one arm up to loop his belt around Yumi's elbow. The girl made her own growl and punched him again, aiming for his eyes.

Wanre dodged his head to the right and looped his belt over her wrist, then in the blink of an eye had the belt looped around the back of her neck and yanked her down, shoving his knee into her stomach. Yumi choked out a wheezing gasp. Odd's blood boiled.

"Laser arrow!" The belt snapped and Wanre jerked back, his right shoulder lighting up with arching blue sparks.

Aelita swooped in out of nowhere then, and yanked Yumi up into the sky. Wanre let out a startled snort, eyes flying up to follow her luminescent, pink wings. Then with another growl he leapt up, snagging onto one of Aelita's feet. The girl shrieked as the added weight pulled her back down to the ground. Yumi acted quickly, and kicked Wanre in the jaw. He fell back down, landing on all fours.

Before the monster could get back up, he got knocked onto his chest by a yellow body jumping on top of him and two glowing blue katanas pinned him to the ground. Ulrich panted above him, straddling the other's waist, as he pressed down on his swords. Wanre roared and his mass heaved as he started to buck. Ulrich speedily wrenched up Wanre's arms by the elbow and pulled them back into a position that would surely have caused them to dislocate.

"Jeremie!" Odd yelled, positioning his hand. "This ain't gonna last forever!" Already Wanre was starting to struggle again, and from Ulrich's gritted teeth he was having a hell of a time keeping the demon down.

Yumi landed next to him not long after, kicking Wanre in the face when she spotted his legs working to try and gain traction.

"There! Now Odd!"

Odd fired, right into Wanre's temple. The beast's throat thundered out another snarl, and then his body went completely limp.

Ulrich continued to hold onto the arms while Yumi bent down to peel back one of the monster's eyes. Odd crept a little closer and Aelita landed beside him.

"Out like a light," Yumi announced, standing back up and clapping her hands free of dust. They sighed in relief.

"That was close. Ulrich, you could have devirtualized him," Aelita said. The boy snorted as he sheathed his swords.

"Yeah well, then we would have had one less problem to deal with. Or maybe he could have spawned back and we could have done this thing all over again."

"The point _is,"_ Jeremie said while Odd scrambled to the top of the pit to bring down the overboard, "Is that we succeeded. Now bring him in to one of the way towers. Closest one is about four minutes away to the east."

Odd groaned as he helped Ulrich and Yumi heave Wanre onto the board. "_Shit_ this guy weighs a TON! What the hell is he _eating_ here?"

"Kankrelats," Ulrich snorted. Yumi giggled slightly. Aelita sighed and flew up to wait with the other vehicles.

Fortunately, on their ride to the way tower nothing more exciting happened. Odd rode on the back of the overbike, one hand between his legs on the bike to keep himself on, and the other holding onto the front of the overboard that suddenly looked dreadfully small underneath Wanre's muscled mass.

After they hauled the digital beast into the tower Jeremie materialized everyone except for Aelita. Once in the scanner room, Odd, Ulrich, and Yumi took up positions in the middle of the scanners, tense, waiting.

* * *

_Ba-dump_

_Ba-dump_

That was the first sound Wanre heard filling his ears. _What happened?_

_Ba-dump_

_Ba-dump_

_Where am I?_

_Ba-dump_

_Ba-dump_

He could feel his heart, for that must be what it is, beating powerfully in his chest. He wasn't sure he liked the feeling. Red light exploded in front of his eyes, turning white when he opened them and causing him to clench them shut again in pain, his hands flying up to cover them.

His hands were hot. He knew this instinctively.

The metal behind him and under him were cold against his heated skin as he stretched out and found himself trapped in some cylindrical tube when he couldn't unbend from his fetal position. His palm slammed against the metal in front of him.

_Ba-dump. Ba-dumpba-dampba-dump_

_Let me out._

The metal parted under his hand with a hiss that startled him, sending him slamming back against the back of the tube.

"Is that him?"

_Speedy?_ Wanre squinted his eyes open. He couldn't see. His eyes watered at the brightness and he closed them again, pressing his palms against them.

"Must be. Look at the hair."

_Fan-girl. _

"Hoo-whee! Not much of a looker is he?"

_The Cat!_

He scrambled blindly to his feet, leaning heavily against the inside of this cylindrical tube he was kept in for balance as he couldn't seem to find his equilibrium right off. His limbs felt so heavy. His body felt so clumsy.

_What did they do to me?_

Wanre felt a hand a hesitant hand against his fingers clenched around the sides of the opening.

"Hey-"

A growl rumbled in his throat and he lashed out, jolting forward and stumbling over his own feet. He felt something soft slide against his clawing hands before they met with hard metal ground.

"Whoa!"

"What the f-"

His eyes opened and he saw three kids baring a resemblance to the warriors he had just fought with. The growl turned into a snarl and he lurched forward, not even bothering to get to his feet. He grabbed onto thin, purple clad shoulders, driving them into the ground. The boy made a choking sound as the back of his head slammed into the ground.

A sharp, splitting impact thudded into his ribs, knocking him off and sending him rolling off of the raised platform the tubes were on. _Why didn't I hear the footsteps?_

"Ulrich get the cords!"

_Trap! It's a trap!_ Wanre surged to his feet again, wobbling. A fist to his stomach left him breathless and on his knees. He gripped onto thin wrists and swung, throwing the dark haired girl into the far wall and jerking to his feet. Rough rope slid over his neck and yanked him back awkwardly. He growled, grabbing the rope and tearing it off. He felt a body slam into his back and he rammed an elbow back against something soft.

A low gasp met his ears and Wanre rammed again to get rid of the grip still on the rope. The hands on the rope released and Wanre stumbled away, head swerving looking for an exit. He spotted an elevator opening and ran for it. A young blond haired boy with glasses stepped out and gasped in shock. Wanre ducked his head and bared his teeth, letting a snarl rip through his chest as his tackled the boy into the elevator, one fist flying for his face-

_CRACK!_

His vision went white and he crumpled to the floor. The side of his head went numb as the white bled away to reveal a blurry vision of the room.

"We have to send him back!"

"He just tried to kill us!"

"Wait! Look! He's bleeding-"

The voices faded away and darkness took over his sight. Blessed darkness.

* * *

_A/N: Hey everyone, this chapter marks the end of part 1 of _Shades of Grey_. After this the whole underworld segment will start to make a bigger presence within the story and I'll start to expand beyond what's been going on the past few chapters. As a result of beginning the next segment, I want to put out a request: Can people please give me their opinions on how this story is going so far, how I'm handling the characters, how Wanre is integrating into the rest of the story, and any worries/ concerns/misc. comments they may have? I'm hoping I'll be able to improve faster with the input. _

_Thanks to everyone who's been following and please R&R!  
_


	6. Intermission: The Detectives

**Disclaimer- **Code: Lyoko and related characters belong to Moonscoop and etc. I do, however, own Wanre and other non-canon characters.

_Ka-thunk_

_Ka-thunk_

_Ka-thunk _

"Well, don't _you_ look productive?"

Detective Frank Girard, valued civil servant of fourteen years, and likely future nominee of captain, looked up from where he was staring mindlessly at the wall he was bouncing a red, rubber ball against to his young, gray-haired, junior partner. Detective Rochelle Leroy smirked at him as she propped her hip against his desk and handed him a cup of coffee. "You're going to get the papers dirty."

Franc took the cup and sighed, sluggishly placing his feet back on the ground. "Hush. I was thinking."

"I can see that," Rochelle replied dryly, picking up the top file on his stack. "We get any new leads on the Chevelli break in?"

"Sources say Ze likes using the back room as a meeting place," Franc said, sipping the brackish liquid and leaning back against his chair.

Rochelle harrumphed lightly. "That's not new; we've known about that for months."

"I wasn't done," Franc chided, wagging a finger in her direction. "Some one called in earlier about seeing him with the Pierre kid lurking around the building for half an hour."

His partner's brows rose. "Pierre from the Minotaur gang?"

Franc nodded.

"Odd." Rochelle furrowed her brows in thought while sipping her cup. "I hope the Minotaurs don't actually have anything to do with it. We've got enough on our plate without worrying about neighborhood thugs stepping up in the crime ring. And I take it the reason why we're not rushing off to question both of them is…?"

"Waiting for video surveillance," Franc said. "Chevelli's not gonna be at his bar for another hour."

"Great."

"I thought so."

A jarring, high pitched ringing suddenly cut through the air. Rochelle grabbed the phone on the second ring and held it to her ear, "Leroy."

Franc looked over expectantly, and saw that his partner's entire being had become stock still.

"Yessir," she said, tone clipped, "We're on our way."

Rochelle clicked the phone down and immediately swept away, grabbing her jacket from the back of her chair as she did. "Come on, old man. Chevelli's been murdered."

* * *

"Body's still warm so we think whoever off'd him must've done it within the last couple hours," a young forensics expert said as he led the detectives through the hallway in the back to the storage room. "The cook found him. The other officers've already gathered his statement but they're keeping him in the bar for you two."

"Great, thank you," Franc said. Then his nose wrinkled at the overwhelming smell of blood and burnt flesh hit it when their guide opened the door.

"Detectives," greeted an older, dark skinned woman from where she was examining the overweight body of Mario Chevelli. His eyes were wide open in fear and blood had streamed from his mouth and the back of his head, leading to a dark puddle on the floor. Blood splatter could be seen on the wall and racks of supplies behind him. Boxes, napkins, and other supples could be seen strewn about the room as well.

"My God," Rochelle gasped, covering her nose. "The hell happened here?"

"Single gunshot wound to the head through the mouth," the woman explained. "Some of the teeth's been chipped from the force of whoever shoved a gun into his mouth. No bullet, no gun, no casing. Far as I can see until we get him to the autopsy table, whoever did this left nothing behind. "

Franc shook his head as he examined the body. "What's the burning smell coming from?"

"His arms," the woman said, holding up one plump, hairy arm. Black, crisp marks could be seen wrapped around his forearm. "Severe electrical burn, it looks like."

"Looks like someone grabbed him," Rochelle said, peering at the hand-like shape.

"Seems like it doesn't it?" the woman said wryly, standing up and brushing off her gloved hands.

Afterwards, walking outside, Franc lit a cigarette and puffed on it. "So," he said, clicking his lighter shut, "How do Ze, Pierre, Chevelli, and a murder have to connect to each other?"

"Hazarding a guess; guns. Chevelli's been investigated before for illegal arms selling. We know what Ze was arrested for before," Rochelle said, waving away the smoke, "Could explain what Pierre was doing hanging around Ze. Looks like the Minotaurs are trying to get more serious."

"Whoever pulled the trigger must be a big guy too, to overpower Chevelli like that."

"Possibly."

Franc grunted softly, taking the cigarette from his lips as he looked into the curious crowd. His brows rose then, and he nudged his partner discretely, jerking his chin in the direction of where he had looked.

Rochelle peered over and made a soft, humming, thoughtful sound.

In the crowd, Qin Delacroix, with his severe, serious scowl, spotted the two detectives. He quickly yanked up the hood on his jacket and walked down the street at a fast clipped, shoulders hunched and hands shoved deeply into his pockets.

* * *

_A/N:_

_Oh shiiii-  
_


	7. Welcoming

_**Disclaimer- **Code: Lyoko and related characters belong to Moonscoop and etc. I do, however, own Wanre and other non-canon characters._

The sounds of terrified panting and evil snarling filled the air as a small, elf-like boy dressed like some fantasy character ran through the woods. Mr. Puck's terrified gasps as he narrowly avoided getting hit by branches or tripped by roots only served to make his anxiety grow by leaps and bounds. He could almost feel the hot, rancid breath of the beasts chasing him on the back of his neck, despite the fact that he was well ahead of them- though not for long.

It was getting harder and harder to keep his lead as the forest enveloping him grew darker, grimmer, and more hostile. The overgrown, lavender sleeves of his outer shirt kept catching on the gnarled, grasping hands of trees trying to trap him but only succeeded for a brief few seconds before the cloth gave way to the sharpness of the twigs. Within seconds those malignant twigs and briar bushes on either side of the tiny path had reduced the sleeve to miserable, tattered rags and littered his pale arms with a maze of angry red welts. These angry red scratches with oozing blood even appeared on his face, scalp, and legs as greedy branches snapped by him, even snatching the pointed cap right off his head at one point.

But the stings from these wounds didn't even register in his mind. Instead, his mind was far too busy lapping up the sounds of footfalls and growls growing steadily closer behind him. As much as the boy didn't want to hear them, he had to. And they only terrified him more as the thought he had fought so hard to keep out of his mind surely crept into his head: _he was going to die. _

A scream suddenly tore itself free from Mr. Puck's throat as one root finally caught onto his toe mid-leap, sending him face first into the dank dirt and grass and out of sight. The next second, Mr. Puck had disappeared to be replaced by an equally terrified Aelita, her emerald eyes rolling with primal fear as she turned onto her side and desperately tried to kick her foot free and the snarls from before grew closer. She couldn't help the small cry of relief as her foot slid free. The pink haired girl leapt up then and started running once more. Unfortunately she didn't get more than a dozen feet before a streak of black and white fur barreled into her side, knocking her onto the ground with a sickening thud. Whiteness exploded in front of her eyes before receding into stars that filled the entirety of her vision.

Two heavy weights pinned her to the ground by her shoulders and Aelita moaned with her returning sense. Disturbingly familiar red, slitted eyes stared down at her from the furry face barely an inch away from her own. The gigantic wolf on top of her noticed her return to reality and snarled loudly, flashing white incisors and snapping the air with a sharp click of its jaws. She could feel the wind rushing past her nose as those fangs closed not even a centimeter away from the tip of her nose. A whimper rose and died in the back of her throat.

Suddenly howls split the air not five feet from the pair. The wolf on top of her stopped its snarls abruptly and looked up, ears perked. The air stilled, and a dark colored, copper toned wolf melted out from the shadows of two trees then, red eyes glinting. Four others followed after it, flanking its sides, and Aelita noted that despite the overall dark fur each had its own different colored undertone. The leader, the one with the copper undertone, stepped forward and growled at the one on top of her, causing it to back off. The girl sat up quickly, clutching at her heart over her shirt and crawled away from the two wolves who had all but ignored her. The snarls from before had come back, closer than ever, causing jolts of fear to shoot down Aelita's spine.

A huff of cool air blew behind the girl, and she whirled around, hand clamped over her mouth to stifle a scream that threatened to burst out. A pure white wolf towered over her, eyes that were impossibly devoid of all colors save for the purest lightning blue studying her in a way that betrayed an intelligence far beyond a simple beast. Aelita couldn't catch her breath, and the majestic animal tilted its head in a kindly, almost concerned way, and breathed cool, crisp winter air over her face. Oxygen filled her lungs again, and when the wolf saw that she was breathing once more, it pointed its muzzle over her shoulder. She turned, as if compelled to by some undeniable force. The new pack had gathered in an arrow formation in front of her, facing the direction Aelita had just come from with raised hackles and lowered heads.

A wolf of pure shadowy black to match the white of the wolf behind her stepped from the shadows with measured steps. Tendrils of smoke slid back from its mane and paws, and an almost jackal like grin split its maw. XANA's symbol winked at her from laughing, white eyes.

* * *

Aelita flailed up into a sitting position, clothes, hair, and blanket ruffled and rumpled beyond belief. Her chest heaved with heavy breaths, and her panting gasps sounded scratchy. Had she been screaming? Aelita swept back her sweaty bangs and looked at the door almost fearfully.

No, Sissi wasn't pounding down her door demanding peace and quiet, thank God for that.

The girl let out a small moan and curled into a small ball on her bed, holding her temples. _What a dream. Wolves chasing again, two packs_. Her eyes screwed up a little as she stared down at her pillow on the floor. _What was the meaning in that?_

Her feet swung out of bed onto the floor as Aelita stood up, fixing her nightgown. _Nothing. Just another nightmare_.

* * *

Wanre was lost in fog. It was an odd feeling; he'd never experienced such a thing before. In Lyoko when he slept to recover his lifepoints he just simply shut down and then was lethargic for a short while after waking.

Though… sometimes he…

Movies played in his head sometimes while sleeping; movies that he'd never seen before and sometimes involved himself. He had wondered about it before in his spare time. _Were those dreams?_ He would ask himself, staring at the digital sky. _Why did I have them?_

The Elders never dreamed- they never even slept. They did hibernate though, when there was nothing that required their attention. But they've never experienced anything like his experiences.

But this- this feeling of floating, suffocation, and smothering of all his senses…

Eventually Wanre became aware that he was rising through and above the fog. A nagging feeling presented itself in the back of his mind, almost infuriatingly slow in its process. The feeling then turned into a sharp, throbbing pain that spread to the whole side of his skull. As if that wasn't enough, Wanre became aware of an annoying, incessant beeping that sliced through the monotonous fog like a wailing blow horn.

Unable to stand these twin vexations, Wanre let loose a throaty, almost growling groan and shifted off of his side to his back. The previously skin temperature ground became ice cold, startling his weary mind into a frenzy. He sat up abruptly, recognizing nothing but green blurs and almost immediately fell back to the ground as his vision went white and his head swam with white hot pain. Another groan, softer and high pitched, and the weary monster fell back into the fog.

When next he awoke the first thing Wanre could think about was just how much his head throbbed, sending stabbing pricks of pain to his temple. The second was an awful sensation in his mouth, what must be his awakening sense of taste, along with a dryness that made him smack his lips together and suck on his tongue to try and get some saliva to moisten his mouth. The third, once he had gathered his wits, was that he could still move, though he moaned and tossed in discomfort, in the process discovering that his wrists were bound together with some coarse, rough cord that directly contrasted with the softness of some blanket someone had tossed on him. Otherwise his body seemed to be in fine working order.

A rumbling growl and Wanre sat up, swiftly fell over again with a head rush, and then slowly rose, eyes clenched shut as he fought the unfamiliar sensation of an unbalanced equilibrium.

After a few deep breaths, Wanre finally opened his eyes again and glared blearily around the darkened, metallic room. A giant computer terminal occupied the middle of the room. The beeping that had awakened him earlier must have come from there. It was silent now, and in the silence Wanre's ears registered the distant whir and rumbling of the mainframe. Bundles of wires, ranging from the width of his pinkie to groups as large as his waist, decorated the edge of the room. A ladder led down into another room bathed in yellow light. The remaining entrance that he could see seemed to be a large metal wall of some sort. The metal there was patterned different than the rest, though Wanre was at a loss as to how it served as a doorway. The button pad next to it probably had something to do with it. A clear bottle of water and a sandwich in a plastic baggy lay on the floor close to him.

A scoff and a soft grunt of satisfaction. With no threats detected and entryways catalogued for future use, Wanre finally turned his attention to himself. As he had deduced, his hands were bound. He saw now that the rope was actually an elastic cord of some sort, wrapped thrice around his skin and then snaked under itself, leading down and across the floor to a large bundle of wires behind him where it was wrapped around once and its twin end loops locked together with a small padlock. He yanked on it a couple of times, felt the weakness in his arms, and scooted over to examine the lock, growling with frustration when he realized he could neither loosen the rope enough to free either hand nor possibly unlock the lock without a key.

"Suppose I should be lucky I still have full control of my legs," Wanre grumbled to himself, leaning against the wires.

Utterly dejected with his situation now, Wanre turned his attention to his new body. The monster, now turned human it seemed, spent some time marveling over his bare skin and body, particularly his feet as they were no longer paws. He even twiddled his toes just to watch the tendons flex and push against his skin until they grew tired. Wanre felt his face, ears and teeth, noting the lack of proper fur and sharpness as appropriate as well as some crusty, dark brown flakes that lined the right side of his face that came away under his blunt nails. These flakes trailed up to his brow, where he felt something hard and not at all pleasant to touch. Then he noted how his hair, usually slicked back on one side, now freely flopped into his face no matter how many times he pushed back his bangs (swiftly leading to the conclusion that his new rounded ears were not very practical, though thankfully he could still twitch them). At one point he even briefly examined a part of himself he never knew he had and had only seen in articles of the human body.

"All my fur seems to have migrated elsewhere," he muttered to himself, panting a dark laugh under his breath.

The chilly atmosphere of the lab tugged on his senses after a while and he tugged the blanket over himself with some difficulty, learning how to move with the least possible hindrance in regards to his bindings in the process. His throat grew dry and his belly grumbled, startling him at first before he figured out when people complained of hunger pangs, that was what they were referring to. Wanre eyed the water bottle and sandwich, but his cautiousness did not permit him to touch them.

Unfortunately it came to pass that after the novelty of his new body in the real world (for that was the only possible explanation of where he had ended up), and Wanre's attention found itself moving elsewhere.

His ever logistical mind in its idleness turned to examining just how he got into this mess. The more he thought and analyzed, the more frustrated he became with himself. It was utterly disgraceful, he concluded, not to mention idiotic, at how he fought. He had gotten desperate, distraught, panicking at being so thoroughly caught off guard. It was the same when Ulrich had gotten his blindfold off, though in that case later analysis proved that Wanre was much better fighting as he had rather than risk losing his depth perception by closing his right eye to activate his power. However, it still stood that he still fought when he should have put more effort into fleeing…

No, but then there was the issue of scaling the walls out of the sink hole, which would have meant becoming vulnerable to their attacks with his back turned.

Wanre frowned. The humans could have easily killed him in their greater numbers. Why did they try so hard to subdue him long enough to materialize him? Perhaps they feared his respawning… though if that was the case he would have been dead the moment he stepped through that blinding tube.

His gaze dropped to the water and food, his thumbs brushed against the softness and warmth of the blanket around his shoulders, and he was reminded of that strongly beating heart in his chest.

Those apes were keeping him alive, even with some small measure of comfort. The question now was why?

* * *

"You think he's awake yet?" asked Odd, bouncing along behind Ulrich and Aelita while twirling a baseball bat around in the air.

"It's lunch time," Aelita responded, hefting a plastic shopping bag over her shoulder. "He should be, if Ulrich didn't give him a concussion anyway."

The brown haired boy snorted loudly, digging his hands into his pockets. "I told you I didn't. Just enough force to knock him out."

"And give him a giant cut on his face."

"I forgot the edge of a crowbar could be sharp enough to do that, so sue me," Ulrich muttered. "I stopped the bleeding didn't I?"

"Ah, forget it, man," Odd giggled, grinning. "Aelita's just throwing a temper tantrum about hurting her puppy."

Aelita glared at both of them. "Shut up." Then she promptly grabbed onto one of the ropes and swung down to the lower level of the factory .

The moment the elevator doors opened to the lab, the trio spotted Wanre shifting into a sitting position with jerky motions, glowering at them under his dark brows.

"Hey, mutt."

"Odd, stop it," Aelita admonished, rolling her eyes as she walked over.

"What can I say? It's habit when I see his face," Odd shrugged, trailing after her with Ulrich, now armed with the crowbar, some steps behind him.

A low, inhuman growl thundered in the muscled boy's chest and he bared his teeth at them, hunching his shoulders and sweeping low over his midsection with his hands clenched into fists against his sternum.

Ulrich's hand clenched on Aelita's shoulder and Odd swept in front of her protectively. If anything, that protective gesture only made Wanre louder and shift into a crouch, balancing on the balls of his feet. Somehow the blanket stayed around his shoulders, covering most of him in darkness.

"Okay, okay." Aelita pushed two boys behind her. "It's okay, nothing's going to happen."

"You kidding me?" Odd huffed, holding the bat tight in his hands. "Look at him he's gonna kill us! I _knew_ this was a horrible idea!"

"Of course with you two waving those things around," Aelita retorted, continuing to herd them until they were close to the terminal chair.

"I don't like this Aelita," Ulrich growled. "What if he jumps you?"

"That's why I have you two. Now stay."

The boys grumbled but stayed put, watching wearily as their pink haired friend walked back to their "guest." Wanre had quieted down- though it would be more accurate to say that a coughing fit had overtaken him while the tiny argument had ensued.

Aelita paused at the crack in the floor they had determined to be the boundary and smiled as she crouched down though there was some disappointment when she spotted the untouched edibles near him. Wanre jerked towards her once with a snarl, and Aelita couldn't help the startled lurch backwards. Odd and Ulrich jumped forward but were quickly waved back.

"It's okay," she said, voice quavering. Wanre tilted his head, hearing the shake, and his lips lowered over his teeth. She swallowed. "It's okay," she said again, this time her voice soothing, as if talking to an injured animal. "Here, we brought you something."

Wanre retreated from her the moment she reached into the bag, curling into a defensive ball under his blanket and against the giant mass of wires the cord was tied around. When Aelita brought out a pile of clothes and slid them over to him, he curled even tighter and bared his teeth again, hissing.

Odd made a snort. "Jeeze what a freak." He grunted when Ulrich shoved his elbow into his side.

"Come on, Princess," Ulrich said, walking over and laying his hands on her shoulders. "Let's go back we're not gonna get anything done right now."

Aelita looked up at him before sighing, nodding her reluctance before standing.

Some minutes later they were walking back towards the school, Odd grumbling the entire time and rubbing his belly. "Ugh! I'm _staaarving!_ I shoulda just stayed and gotten lunch."

"Hm, yeah, maybe you shoulda," Ulrich muttered, fingers in his ears.

"Hey I didn't get my third helping alright?"

"Uh huh."

Aelita shook her head, smiling faintly. A bright shock of blond hair at the corner of her vision caught her attention then. "Oh, there's Jeremie! And Yumi!"

The two teens were seated on one of the many benches scattered around the campus. Yumi supported herself heavily on the back of the couch, one arm pillowing her face against the wood and her other hand sweeping back her dark locks. The start of dark under circles was starting to appear under the pale girl's eyes and she looked utterly exhausted. Their heads were ducked together a little, conversing in lowered voices.

"…Mom freaked out after she heard it on the news," Yumi was saying as the trio closed in. "Insisted on walking me to school today."

"I can kinda see why, after what happened," Jeremie responded, cheek propped on a fist on the back of the bench.

"What happened?" Odd chirped, leaning on Yumi's shoulder. The girl moaned and leaned her forehead against her arm.

Jeremie spared a small smile at the three and scooted over a little to let Aelita sit next to him. "The guy who ran this pub near Yumi's place was found murdered this morning. Shot to death," he informed the rest. The bell rang, and the kids stood up; Aelita rolled her eyes at the timing.

"By the way, I need to stop by the lab after school," Jeremie said as he and Yumi gathered their things. "Another alarm woke me up at like, five AM. I wanna check it out just in case." He frowned then, running his fingers through his hair. "It was at the same time as the murder, supposedly. I'm really hoping there's not connection but it never hurts to check. Probably not though, the thing was only off for a minute."

"And XANA would have no need for guns," Ulrich muttered, crossing his arms over his chest. "It's not even in his M.O at all."

"Well at any rate I'm coming with you," Yumi said, looking at Jeremie. "Really don't want to go home early."

"I'm coming too," Ulrich said immediately.

"Me three," Aelita said, rubbing her cheek a little. "See if we can't get anywhere with Wanre after a break. Maybe he'll have calmed down." There was a noticeably hopeful note in her voice. Nobody had the heart to disagree.

Odd huffed loudly, propping his hands on his hips. "Well then I'm coming too. Hell if y'all are leaving me _alone_!"

"You doing okay?" Aelita asked softly then, touching Yumi's arm. "You look terrible." The boys stared at Yumi then, taking in her appearance. Ulrich looked more than a little concerned.

The young girl shook her head, pinching her nose. "I'm fine. Just been staying up late for homework," she said offhandedly, flapping a hand as she walked off from the group first. Ulrich's brow crinkled at her back and he frowned lightly. He ended up frowning even more when lanky Qin crashed into Yumi and almost toppled her over.

"Shit! Sorry," the boy stammered, jumped back away from her, his hands held palm up near his shoulders. "Are you okay?"

Yumi, scowling at first though that apology turned it into a displeased, firm line, brushed herself off. "Yeah, I'm fine." She looked up, and felt a shock go through her at Qin's ill visage. He was deathly pale and his lips were an almost ashen gray. Dark, heavy purple bags hung under his bloodshot eyes, making them look even darker without any shine at all. "Whoa, are you-"

"Sorry," the boy said again, turning away and yanking his hood over his head. "Sorry, sorry." He stumbled away, his thin shoulders hunched high near his jaw.

Ulrich had come forward to steady Yumi when she briefly lost her footing, and scowled after the other as he left. "Something's not right with him."

"Definitely not," Odd agreed as the rest of the group caught up. "I mean, you see those eyes? I think he's been doing a little… you know." He wagged his brows, pinched his index and thumb together, pressed it against his mouth, and sucked in air around it with a loud slurping sound.

Ulrich couldn't stop the snicker. Jeremie looked exasperated. Aelita just looked confused.

* * *

Wanre had snorted in satisfaction when the humans finally went away. Currently he leaned back heavily against his mass of wires, reluctant to move from the warm spot his body heat had finally created. Periodically his gaze would dart back to the pad that summoned the lift, and his jaw muscles would bulge in frustration as his arms tensed and flexed against the cord holding his wrists together.

He had a way out now. It was only a matter of time before he got out of his bonds. And he _would_ get out.

Wanre blinked, sighed, and gazed down at his palms, shoulders sagging as he did. _Somehow._

A thoughtful look smoothed over his face. Ears, rather, Aelita, he supposed, was very kind to him. She spoke gently, coaxing, and protected him from the other two, or tried to at least. Perhaps…

The sandwich caught his eye. He looked away, and for the next couple hours he found himself trying to ignore it. He managed it for a while very successfully, turning his thoughts elsewhere. Dully he wondered how much time had passed. Time itself seemed to have a different sort of quality here than on Lyoko. He couldn't describe how or why, simply that it did. The fact that he was bound to one spot of one room, with barely enough leeway to stand, however, probably had something to do with it.

At some point he found himself looking at the food and water more often than not, as if entranced by them. Every time he realized it, Wanre looked away, huffing, but he always returned, even more, when, with a jump, something in his abdomen growled.

He growled too, glaring down.

What was that? Did he become defective transferring to earth? Was there a bomb in his belly? Some kind of sick joke?

It growled again, causing yet another rolling rumble from Wanre's chest. He felt whatever it was clenching under his skin. Once more, at that moment, his gaze traveled to the food. A second later, he realized wetness was flooding into his mouth. Saliva? He was drooling?

Another growl from his stomach, this time bleating rather pathetically.

Hunger. That's right, human bodies needed fuel.

The monster let out an annoyed sounding shudder of a sigh. Well, if the food was poisoned at least _something_ would happen to alleviate his boredom.

Quick as a flash his hand darted out and snatched up the plastic baggy with the sandwich. He almost overwhelmed at first with the stink of it, but to his surprise it only made his mouth water more and after the first shock he began to think that it was rather pleasing. Within seconds he was tearing into the bread viciously, barely even chewing as he swallowed each bite. Wanre's first experience with taste was mindblowing, the texture and taste of it exploding in his mouth and sending his mind reeling from the sensations. There were no words to describe it and when he tuned back into the world licking his fingers, Wanre felt a rather profound sense of loss and emptiness. Perhaps he should not have eaten so quickly.

Afterwards, as he ran his tongue over his chops and wiped his hands against his legs and the blanket, he eyed the clothes the pink girl had brought out, debating. He should dress himself, Wanre decided, sliding the clothes over to him reluctantly. Humans did not respect you if you were naked. They saw you as savage, dumb, less civilized, and, so, inferior. It would be to his advantage to wear the clothes.

Wanre quickly found that the shirt was a lost cause with his hands bound as they were. He abandoned it, instead crumpling it up and placing it next to his bundle of wires to be used as a pillow. The pants were much more agreeable. A pair of gray sweats, and much less complicated to pull on properly than the jeans he had seen in the media. He would never admit to falling over a couple times as he struggled to place his feet into the legs; he blamed his new sense of balance and center of gravity instead. Around this time he started to feel dizzy as well, and his head throbbed as his vision blurred just slightly at the edges.

_Not good._

Wanre curled into a ball within the folds of his blanket, face buried in the shirt that smelled of something faintly musty. Before he knew it, he was in the fog again.

* * *

The friendly chatter fell as the elevator doors whirred and clicked open. It seemed to be instinctive for whatever reason. In the back darkened corner the massive lump that was Wanre stirred and sat up, blinking groggily as the self named warriors ventured in.

Yumi did not like the particular way Wanre stared at them. It was… Well she wasn't sure what it was. But she felt uneasy and on edge. Taking a guard position in front of the rest of the group seemed to be instinctive the way her feet automatically moved her. Odd didn't seem to have that self-preservation instinct. He grinned, stood dangerously close, and crouched with his hands on his knees.

"Whoa lookit that! He put on the pants! That mysterious stranger in the laundry room will be glad to know his sweats are being put to good use now."

Yumi tensed, watching Wanre shift his attention to Odd and twitch his thin lips, flashing a small sliver of teeth. "Odd."

"Aw, he even ate the sandwhich you made, Yumi!" Wanre's gaze darted to her then, and Yumi stiffened even more.

"Odd how 'bout you lean a little closer and let him swipe off your head?" Ulrich drawled, walking over and yanking Odd back by the back of his hoodie. Odd yelped and Yumi noted the way Wanre relaxed afterwards, face smoothing over impassively, though clearly still wary, and realized how similar his actions were to cornered animals. Aelita glanced over then while in a deep discussion with Jeremy, a flash of worry flitting across her face. Yumi thought it was for Odd until she spotted the two boys near the ladder, clearly out of the danger zone. Then it dawned on her. She'd seen that look before, on the face of any empathic kid around shivering animals.

She almost groaned. Not that she was terribly surprised considering the whole origin of this stupid idea in the first place.

Meanwhile the sheer intensity of Wanre's gaze unnerved her to no end. There's no doubting the predator aspect of his gaze. Just as she was about to snap at him she heard Jeremie shift in his seat with a loud sigh. The bundles of muscle along the monster-turned-human's arms bunched as he shifted, crouching lower, eyes narrowing.

_Oh yeah_. Yumi saw his head turn and an ear twitch. _He's never seen Jeremie before. _She paused for a moment, then frowned deeply. _He _would _recognize Jeremie's voice_.

Yumi moved away and resisted the urge to run in front of her two young friends at the terminal. No use giving _him_ cause to see her nervousness. It wasn't_ just _nerves though, in her defense, it was the awkwardness of standing there in the silence, tension thick enough to taste, while the rest of her friends chattered to each other to pass the time.

Thankfully it would seem that Wanre didn't much like the silence either. Chills and shivers ran up her spine when he finally spoke, that same unnatural, raspy voice from Lyoko grating over her nerves.

"Bathroom."

Everyone looked over at him, baffled. Wanre looked decidedly unamused, rolling his eyes.

"Bathroom," he grunted again. He paused, staring hard at them. "Unless I should go here?"

Yumi gagged a little at the thought as Jeremie shot up in his seat. "No! Yumi, no, uh- Ulrich, Odd, would you mind…?"

"Yeah I would but it ain't like I got much of a choice here huh?" Odd snorted, striding forward. Ulrich crouched down beside the ladder leading down into the scanner room and swept his hand along the edge of the opening.

"Well unless you wanna be on mop duty," Yumi said dryly, crossing her arms over her chest while Wanre sat obediently on the ground cross legged, his bound hands in his lap, and ignored the smaller boy that strutted forward.

Aelita snickered softly, returning her attention to the screen as Jeremie pointed out something to her in the mass of data.

"I bet he's gotten plenty of practice with Kiwi," Yumi continued, examining her nails boredly.

"Kiwi is a good dog!"

Ulrich snorted and crouched down behind the bundle of wires, unlocking the padlock.

Its click caused everyone to stiffen and watch Wanre carefully. The monster made no move he ever noticed. In fact, he looked half-asleep with his bland face and lowered eyes.

Odd recovered first, reaching down and tugging the slack rope. Wanre's eyes opened more fully at the tug and stood with an awkward jerk, swaying. Yumi looked down at his feet that flexed inadvertently onto his toes before they dropped fully onto his heels.

_He's not used to walking on flat feet_, she realized, _Well, that'll be an advantage. _ The thought disappeared in the realization that he loomed over all of them, towering, as Odd and Ulrich took him to the elevator. It could have been comical, seeing two wirey, lanky boys lead a bound, six foot, at minimum, linebacker to the elevator, if not for the distinct, darkly somber air Wanre seemed to carry with him.

The moment the elevator doors closed, the air seemed five times lighter.

"We can't keep him here forever," Yumi stated, turning sharply to look at the two tech geniuses.

"I know," Jeremie sighed, leaning back in his chair. "But right now? We don't have anywhere else."

"I know," Yumi said before Aelita could get a word in. "But I'm just saying. We can't keep him here forever."

"We'll figure out something," Aelita murmured, running her fingers through her short-cropped hair. "We always do."

* * *

"_Rrgh!"_

"Oh come ON ya puss it's not gonna hurt you!" Odd yelled, yanking on the rope like he was trying to lead a reluctant dog, which, honestly, wasn't too far from the truth.

Ulrich leapt onto the rope as Wanre lurched back, eyes rolling and nostrils flaring at the smell of sewage leaking up from the entrance in the factory underground.

"You wanna pee or not?" Ulrich snapped. Wanre took a deep breath, puffed out his cheeks, and resumed his obedient mask from before.

"Jeeze it's not even that bad," Odd sniffed, leading the way down the absurdly spacious corridors. "Freaking out over nothin'."

Wanre snorted.

"I mean, you want BAD you gotta skate through the stuff closer to the main part of time."

Wanre made a disturbing growl from his throat.

Ulrich didn't expect the trip to be any more awkward than it had to be. He was wrong, and any memories of the next five minutes would have to be swiftly and instantly vaporized. Needless to say, it became quite clear that Wanre had no memories whatsoever of ever being human. The young boy supposed he was lucky, then, that Wanre did not have the mental capacity of a toddler in bathroom training.

* * *

The Cat was just as chatty as he was on Lyoko, Wanre decided as he and the samurai led him back to his lowly prison cell. There was not one moment in which Loudmouth shut his trap the entire trip to the sewers (which was suitably disgusting and made him wander what use the sense of smell had). However, if there was anything good that came out of the experience, it was that he was gaining an insight into the characters of these enemies that he had fought for virtually all his life. That, and by walking around he could start building up a mental map.

Yes, he had contemplated on escaping during this, but he didn't. Why? Well the answer was quite simple, really. He did not belong here. He belonged on Lyoko, and what could he do, out in the alien world of earth? If he was out as he was now (something he suspected was entirely plausible; all he needed to do was bundle up the lead rope and shove the two boys into the stinking liquids) he would most likely be immediately picked up by the police and questioned, which was just asking for far more trouble than he needed. The best thing to do now was simply bide his time and… wait.

The elevator shuddered to a stop and the doors slid open with a whirring sound that caused a small, tiny lurch in his chest as he suddenly thought of the Elders. Did they know what happened to him?

"Yumi!" Porcupine shouted the moment they stepped in. "Did _you_ ever have to show Aelita kid stuff?"

She quirked a brow at him. "Kid stuff?"

"You know," the purple clad boy replied in a nasally voice. "How to go to the toilet and shit."

The one who was missing her usual ears started flushing visibly even in the garish light. _Blushing_? _What an odd reaction._

Wanre listened to the rest of the banter dutifully, keenly watching their body cues, but his attention always drifted back to the boy at the computer whose spectacles flashed in the monitor light and hid his eyes. He knew who that guy was the moment he heard him talk. Three months he had heard it in the sky; directing, leading, chiding. Unseen, but almost… all knowing.

Wanre's chin dipped, throwing shadows over his face. The Voice had a face and knowledge and power beyond what he would seem to have with that thin frame. What else was he hiding? He knew that one could not always depend on size to be an indicator of threat levels. The three fighters came back to mind and Wanre snuck quick glances at them. The boys were bickering about someone named Kiwi, but Ulrich would glance over, expression darkening. Wanre was not worried too much over either of them, having fought with one frequently enough on Lyoko and the other was simply a brawler: all sound and fury. The other… _Huh. She looks kind of different without the white paint_.

A tiny jolt of adrenaline shot through his solar plexus when he was met with the Japanese girl's dark eyes, watching him, as he was watching her. Quiet, observing. Only once had he fought hand to hand with her. Otherwise he knew next to nothing about her other than she seemed to be the most mature and had something going on with the boy in green. Her movements, however, clearly indicated training. Skill.

His pulse picked up and the suddenness of it made him drop his gaze for the first time before the other did. _What was that?_

_Excitement. _Wanre turned his face, looking at the girl from the corner of his eyes.

Still watching.

A tiny smirk pulled on the corner of his mouth. _A challenge_. Get through her and… well, he had his choice of two to send him back.

* * *

_A/N: Bit of a boring chapter, but I figured it needed a breather after the last couple chapters. Yeah it's focusing a lot on Wanre right now, and he'll be in the limelight for a bit longer as I get things sorted out for the main plot to kick into gear. I'll try not to drag things out too long. :] As well, this is the last chapter I have in my buffer and I'll be starting school again soon so update waits will become longer and just a little sporadic. As always reviews and such are always very welcome and may or may not influence me in writing more faster. Thanks for reading folks!_

_P.S: For fun, here's a link to the official cover of _Shades of Grey_ that I made one day to try and get inspired: _http: / wolfhanyou .deviantart .com/ #/ d2w9tby _(no spaces)_


	8. Interests

_**Disclaimer- **__Code: Lyoko and related characters belong to Moonscoop and etc. I do, however, own Wanre and other non-canon characters._

Data does not lie. Merely, when combined with certain prospectives and theories, data suggests. Implies. There was, indeed, a tower activation around the reported time of the murder of that bar owner. There was even a surge of energy for a reported five seconds that would, Jeremie knew, match the surges in any other attacks. But, as Ulrich said before, XANA didn't use guns. Then what, if anything, could possibly connect the two outside of time?

"Well, it doesn't look like the bar owner had any sort of tie to XANA," Jeremie said, frowning. "There's a thing here about a police raid some years ago because of weapons smuggling but otherwise…"

"Why don't we just keep an eye on the situation then?" Yumi suggested, turning away from Odd who was still grumbling about the impromptu bathroom lesson.

"Wouldn't hurt," Ulrich agreed, slipping his hands into his pockets as he leaned against the wall.

Jeremie nodded, eyes falling a little in thought. His gut reaction still insisted on some sort of connection. It was the first time anything happened that might shed light on the random and spastic tower activations over the course of the last three months.

Meanwhile, Aelita had ventured over to Wanre and kneeled down on her knees, smiling gently. He looked a little lonely, sitting silently with his head bowed and turned away from the group. "Hey."

Wanre said nothing, only glanced up at her from the corner of his eyes that were shadowed by the long bangs that framed his face.

Aelita struggled not to squirm- _Was he being creepy on purpose?_- and purposefully kept her smile up. "How're you holding up?"

Wanre narrowed his eyes at her suspiciously before turning his head to look at the half empty water bottle and empty sandwich wrapper next to his blanket.

"Oh!"

The hulking figure jerked his gaze back to her, hooked brows slightly arched. Aelita brought out a filched sub and bottle from her backpack, flashed another bright smile, and placed both on his side of the crack.

Next thing she knew, an iron grip yanked her off her knees and she was laying on her backside in a chokehold.

Back across the room, Jeremie caught the flicker of movement from the corner of his eye and Aelita's yelp echoed over the metal room. Panic seized his chest and his blue eyes stretched wide. "Aelita!"

His feet stumbled as he burst forth from the chair, arms wind milling to keep his balance. Wanre growled harshly, curling his arm tighter and causing Aelita to grip at his elbow so hard her fingernails gouged red lines over the feral boy's skin. The bulges of Wanre's arm forced her head up and back against the crook of his neck. His bound hands were raised up near his ear, somehow managing to look just as threatening bound as he did with claws.

"Don't move!" he barked. "Or I'll break her neck!"

The others jerked to a sudden stop. Yumi was the closest, her hands balled into fists at her sides. Odd was right next to Jeremie, his mouth open and lips slightly pulled back. Ulrich, meanwhile, had appropriately headed for the bat near the lift, but at Wanre's shout had slowly turned around on the balls of his feet, his eyes narrowed.

"Wait- _wait_-!" Jeremie said, holding out his hands. He hated that his voice quivered, but he couldn't help but see Aelita with her head twisted backwards after that threat.

"Send me back!" Wanre snarled hitching Aelita higher as he stood and sending her feet scrambling against the floor before they lost contact. She was gasping hoarsely, "Please- just… let us explain…!"

Flashes of hot anger raged through Jeremie's chest at the crackling laugh Wanre let out and at the way he turned his hooked nose into Aelita's hair. "What makes you think I care?" Wanre rasped. Predatory eyes slid over to the rest of the group and his mouth twisted into a mocking smirk. "And from what I figure, there's really only one reason I'm here. You're not going to get any information from me; might as well stop the charade and kill me." His voice softened to a hiss, and he directed his attention back to the girl in his arms. "Oh wait, I got _you_ first."

Odd took a step forward, _pissed off_ written in every inch of his wiry body. "You _bast-_"

"That's not why we materialized you," Jeremie said, quickly putting a hand out in front of Odd. His anger seemed to strengthen his voice, hardening it.

"We think… you're…"Aelita was gasping. _How much air did she have left?_ "Like… me."

Wanre stiffened, goosebumps rising up along his arms, and Jeremie quickly took up the opening. "When we first found Aelita she didn't have any memories at all about her human life. We thought she was just an A.I, like XANA…" Wanre slowly went slack. "…Like you."

Aelita's grip on Wanre's arm loosened as his arms lowered a little. The look of relief on her face was clear as day as she slowly began to breathe easier. Jeremie's shoulders relaxed, just a bit, and the release of tension was echoed by Odd's slightly more relaxed posture, though Yumi and Ulrich held their fight ready poses.

"Why?" Wanre asked, his voice coming out in an almost sad sounding whisper. Shadows flit across his crude features, casting his eyes in shadow.

"Because," Aelita replied softly, "You saved me."

Any hope that dared raise itself was immediately drowned in a freezing chill when a dark chuckle rasped through the air. "Does it look like I'm saving you now?" the beast hissed in Aelita's ear.

"No." A fist flew by just as Wanre arched his head back, avoiding the knuckles by millimeters. "I am!"

Ulrich had sneaked close during the talk, startling everyone. His move had an immediate effect. Aelita was dropped unceremoniously onto the ground where Yumi swooped in and dragged her away. Odd leapt in after Ulrich, fists flying.

Jeremie dropped onto his knees besides Aelita, heart racing as he grabbed her shoulders. "Aelita! Are you okay?" he asked frantically. When she nodded, the blond shook her, unable to help the fresh flood of anger seeping through his core. "_What were you thinking?"_

Shocked emerald eyes stared up at him. "Jeremie I-"

"You could have-"

Yumi grabbed onto his shoulder, cutting him off. "Oi, ease up Einstein."

He turned on her, anger spiking at the unfairness. "But-!"

"He's right though, Aelita," Yumi said, turning to the other girl. "You _have_ to be more careful."

"I was!" Aelida said heatedly, rubbing her neck as she frowned. "I stayed behind the line and everything! How was I supposed to know he'd drag me over it?"

"_Rrrngh!" _Something fell with a heavy metallic thump. The three looked over to see an unconscious Wanre on his blanket, Odd slightly tangled in the rope on the ground, and Ulrich standing over Wanre with a trickle of blood from his nose.

"Shit, what'd he do to you guys?" Yumi darted up to help Odd out of the tangle.

"That guy's abnormal!" Odd yelled. "He's not supposed to use the thing tying him up against us!"

"You know, I would've been _fine_ if you didn't leap in," Ulrich grumbled, wincing as he touched his slightly swollen nose.

"I said sorry about the nose, didn't I?"

Ulrich turned to Aelita then and the girl cringed back a little in guilt at the sight of the dark red smudge of his lip and chin. "Look, Ae, I don't think this is gonna work."

"I agree!" shouted Odd as Yumi tugged him back onto his feet.

"It hasn't even been two days!" protested Aelita. Jeremie winced at her still sandy sounding voice. "We have to give this time-"

"Why?" challenged Yumi, "because he's been brainwashed?"

Aelita puffed up her cheeks. "Well, yeah. He's only ever known XANA and Lyoko. You think XANA wouldn't feed him all sorts of misinformation about us?"

"This sounds like an awful sci-fi comic," Odd mumbled.

Ulrich elbowed him. "Maybe you should let him borrow some of _your_ comics."

"That's beside the point," Jeremie asserted, standing. "We should send him back. It's too dangerous, risky, and he _obviously_ has no interest in what we have to say."

"When did we ever stop doing something because it was too hard?" Aelita demanded. "We risk our lives all the time! What makes this any different?"

"Because we actually knew why and what we were risking our lives _for_!" Jeremie responded harshly. "This guy's just a hit and miss and so far it looks like a _miss_. Besides, we've got more important things to worry about. Like where XANA's hiding and what he's planning."

"Wait," Ulrich cut in, "What d'you mean _where?_ I thought that scanner you programmed tracked him down?"

Oh, right. He hadn't told them yet. Jeremie pinched the bridge of his nose, eyes closing. "Just a moment ago, while we were looking through the data, I noticed something."

Aelita stood as well frowning. "What? Why didn't you-"

"I was a _little_ distracted alright?" Jeremie snapped. A dull throbbing at his temple announced the imminent arrival of a headache. "The scanner hasn't picked up any movements from XANA in a while. His last known location was in London about a month ago." His chest seemed to seize and his next breath was difficult to draw. "The scanner says he's not there anymore."

"So we have no idea where he is anymore," Yumi said, voice low and arms crossed over her chest. Her fingers were clenched in the fabric of her sleeves.

Jeremie nodded, head bowed.

"…Wait, _what?"_ Odd yelped. "How the hell does that even _happen?"_

The weary genius shook his head, grimacing. "I- I'm not sure… He must've noticed the tracker and gone through some proxies or made a firewall or-"

"So basically he just outright pulled a Houdini and disappeared." Ulrich scowled and punched his right fist into his left palm. "You know, I miss the days when he just attacked us with food."

"I need to reconfigure the program, that's all," Jeremie said, a touch of impatience in his voice. He turned to face Aelita only to see her standing next to Wanre, her eyes covered by pink bangs as she looked down at the monster she so stubbornly saw as her responsibility. The urge to grab her and shake her was almost irrepressible. Why was she so adamant about this? Yeah they agreed to it first and planned for it but they really didn't _need_ the extra stress-

"Give me a week," Aelita murmured. "Just let me have one week. If, by the end, he doesn't show any sign of… easing up… We'll send him back."

Jeremie pushed up his glasses and the corners of his mouth deepened.

"A vote then," Yumi said, tilting her weight onto her back foot. "All in favor?"

Aelita turned, hand raised. After a pause and a melodramatic sigh, Odd raised his hand as well.

"All opposed?"

Yumi and Ulrich raised their hands without a single second of hesitance. They all turned to the remaining member. Jeremie stared hard at the girl with the hopeful eyes who he had devoted so much of himself to. He sighed as well. "Just a week?"

"Just a week," Aelita repeated.

Reluctantly, and with a heavy gaze, Jeremie raised his hand. "Then I'm in."

* * *

When Wanre woke up next, he found that he had slept for a while and that in his sleep somehow the shirt he had used as a pillow had finally been placed on its rightful location on his body.

The next couple days revealed a pattern. The moody one, the one who Wanre had singled out to be the biggest threat arrived, in the morning, or what he assumed to be the morning, with a wash cloth that was wetted down, burning mouthwash (something that he did not particularly look forward to but knew from his studies was important since he lacked a brush and toothpaste), a sandwich (or something surprisingly delightful called a waffle) and a waterbottle. She was always wary, especially when she took him down to the sewers so that he could relieve himself (even carrying a bat when she did, which promptly made Wanre decide it was more trouble than it was worth to attack her). Later, around the time his stomach started growling for more food, the pink girl would arrive with some nourishment in a paper bag, usually accompanied by the purple garbed Cat, Speedy, or both. For some reason the Cat would leave a thin little booklet for him filled with colorful pictures.

"Educate yourself," the Cat would say in what Wanre supposed was a threat. "Learn the basic law of good versus evil: the heroes never die."

The children would then leave relatively quickly and then return later in the day, usually with some sort of change in ensemble and with dinner. The pink girl (whom he was finding hard to keep thinking of as Ears seeing as she lacked the namesake in this form) would sit in front of or near the crack that marked his boundary and talk to him. Through this he learned of their adventures: what they had gone through the past three years, what it was like getting used to Earth, about Kadic and the students there and what he could experience as well. She would also ask him whether he got dreams, if some felt different than others, if he had nightmares, or if he got feelings of déjà vu.

Wanre would always watch her with an expression of grim amusement, boredom, or, when she pressed particularly hard, contempt. Otherwise, he was content, even a little curious, when she talked of the past and her interactions with normal earth objects when she was first materialized. However, the moment she started asking after _his_ memories, _his_ origins, or his _loyalty_ to his Master, Wanre grew ornery and responded with snappish, impatient growls; if he didn't outright ignore her altogether, that is. Later he would be taken back out for his bathroom break and after that the children would leave; more often than not in a less than happy mood.

All the while the dull ache in his skull dimmed and faded. He spent less time sleeping and his dizzy periods had all but disappeared, though occasionally he would feel his head rush and his eyes unfocus.

It was during one of these moments when the Voice appeared curiously alone. Unfortunately, much to his dislike, Wanre didn't have much of a chance to gather himself and strike up his preferred glowering position and expression. Lifting himself up from where he was laying face down, cheek pressed against the comfortingly cool metal floor, was startlingly difficult. As a result, he settled for glaring up at the fair headed boy as he sat down, a pinched sort of expression on his face.

A glaring contest ruled the interaction between the two for a bit. Those watery blue eyes managed to remain steady at first, but as the silence wore on, the boy shifted uneasily and ended up looking down to the side as he pushed his glasses up further on his nose. Wanre just barely managed to hold back a smug snort.

The edges of Jeremie's mouth tightened then and he quickly glared hard at Wanre again, trying to muster back up that heated courage and self-righteousness that had driven him down to the lab by himself. "What do you know about XANA's plans?"

A dry chortle. "Didn't we cover this part?"

Jeremie ignored the jab. "You must know about the random tower activations."

"Possibly."

"What's the point of activating it for five minutes only to turn it off with no attacks?"

That smirk again. "Piss you off, perhaps."

Jeremie could've let out a growl of his own. "Hey, we're the one providing you with everything!"

Wanre gave a slight brow arch. "Are you threatening to starve me?"

The blond blinked. Was he-? "N-yes!" he said, straightening his back. "Yes I am!"

"I thought you didn't materialize me to interrogate me for answers," Wanre said dryly.

Jeremie could have puffed his cheeks out in exasperation. Not that he did. He'd just make himself look ridiculous. "Well you're not exactly cooperating with us so that we could do what we meant to in the first place!"

"Oooh…" murmured Wanre, slowly sitting up. Jeremie shifted backwards unintentionally. "You're in a bit of a situation then aren't you?"

"You're a piece of work," Jeremie hissed. "How Aelita sees _anything_ in you is beyond me."

"Mmm… yes. Dreadfully awful. Perhaps you should get her head checked." Pause. "In fact, why don't I do it for you next time she's stupid enough to come over?"

Anger shot through Jeremie's chest and he jolted to his feet, fingernails digging into his palms. "I _swear_, if you do _dare_ lay a _finger_ on her-"

"You'll… what?"

"I'LL-!"

Wanre shifted forward, hands braced against the ground, eyes darting down and then back up at Jeremie's face. Jeremie looked down. His toes had stepped onto the crack in the floor. All that anger tensed up in his chest and shoulders rushed out in a breath. Just half a step more, and he would've been grabbed and slammed into the ground.

A dry grin spread over Wanre's face and he shrank back against his wire prop up. "That temper will get you in trouble someday," he rasped, hands resting comfortably on his lower stomach as Jeremie stepped back, shoving his glasses back firmly on the bridge of his nose. "She's already done you enough trouble, hasn't she?"

"Shut up!" Jeremie snapped, turning away. "You don't know anything!"

"_Rrr…_well, that's not exactly true, is it now?" Wanre tilted his head. "If it was, you wouldn't be here in the first place.

_Wait… what?_ _Did he just…?_ Jeremie slid his gaze over his shoulder, brows furrowed and eyes narrowed. "So you do know something."

That jutting chin jerked up and another dark smirk appeared. "Never said I didn't, then again, never said I did either."

The cryptic answers were getting to be more than enough. Jeremie had enough problems with riddles trying to solve and decipher Franz Hopper's notes. He didn't need this from some delusional nobody who didn't even have a last name, much less an entire missing life.

"Fine," Jeremie bit out. "If you want to be like that and keep thinking XANA's going to come for you-"

The barest widening of sunken eyes and faltering of the smirk caused Jeremie to pause. Then he could have laughed at this first crack in Wanre's shell.

"That's it, isn't it?" Jeremie asked, grinning his own smile now and squatting down. "That's why you've been sitting here not doing a _thing_ since Saturday. You've been _waiting_."

Wanre's upper lip curled slightly and Jeremie let out a stiff giggle. "You think XANA gives a damn about you? He doesn't give a damn about anything but himself! It's been four days already; just _give it up_ and cooperate with us!"

"_YOU give it up!"_ Wanre snarled, jumping to his feet. "I am a _program!_ You will get _NOTHING _from me!"

"Oh, you're _angry_ now, aren't you?" Jeremie laughed. "_Frustrated?"_

Another snarl and Wanre darted forward only to be forcefully stopped by the rope on his wrists, causing a painful looking jerk to his shoulders. Jeremie had stopped laughing abruptly to windmill his arms as he backed up instinctively until he saw Wanre growling wordlessly, nostrils flaring and teeth bared while yanking forcefully on his bonds.

_That_ was scarier than he thought it would've been. Jeremie gripped his shirt front, glared at the muscled teen in front of him, and attempted to calm his quick breaths. Then, on impulse, he crept closer until he was just at the crack again and stretched himself up to his full height to be eye to nose with Wanre.

"Funny," Jeremie said quietly, "From what I see right now, you look pretty human to me."

Another thunder rumble of a growl, quiet this time, and the beast finally slid back onto his blanket to glower from the shadows. Jeremie let out a breath he hadn't known he was holding and walked away, grabbing his bag off the floor as he did. Just as he reached the lift, he heard a flap of pages and felt something hit his heel. When he looked down, he found one of Odd's comic books. Behind him, Wanre rasped, "Tell that pipsqueak I think his stories are bullshit."

* * *

"_Takeo! Don't speak to me like that!"_

"_Then just what is your problem, woman? If it's not _this_ it's _that_-"_

"_I just feel that ever since you got that promotion you've barely ever spent time at home!"_

"_At least I have a job!"_

Nowadays it seemed like Yumi's parents recycled argument topics. They had five favorite

ones and about another six for backup. Currently the girl had barricaded herself in her room, putting forth a valiant effort of losing herself in a new manga she had just ordered from Japan and turning the volume of her music up until it pretty much threatened to cause her severe hearing problems. She didn't mind- at least until her mother's frustrated, high pitched scream cut through the plastic and cushion and wires and an entirely fresh wave of antagonized Japanese started being flung back and forth.

_Okay, yeah, fuck this. _

"Hiroki!" The door slammed open to her brother's room and the young boy all but screamed like a little girl.

"Do you mind?"

"Let's go for ice cream."

"Ok."

Yumi ended up slapping an informational sticky note on the front door as they walked out of the house (both staunchly ignoring the flings of borderline hysterics and thinly veiled insults.)

The ice cream shop where they bought their icy treats (caramel mocha for Yumi, strawberry shortcake for Hiroki) was fairly popular with the younger crowd. No surprise, looking around. The long room was painted with swirling, warm browns and creams, highlighted with quaint little lime green lamps on the walls and hanging down from the ceiling. Lush booths lined the walls and in the corner behind the display window was a small pit full of low coffee tables and soft, comfy sofas full of pink and green pillows. Outside, a quaint little patio marked off a section for patrons who preferred some sunshine and fresh air.

Many Kadic students spent time there along with a myriad of public school students. There were some days where the line rove right out the front door. Luckilly, on that certain day, cold treats didn't seem to be the fancy of most people. Yumi paid within six minutes of walking into the store and the siblings took a seat near the front in one of the booths.

In the lull as they began to eat, Yumi started thinking back on their home situation involuntarily. She remembered when the arguments genuinely upset her so much that she would leave the house immediately, upset and crabby and lashing out at anyone that gave her an excuse to. Things became worse after her dad lost his job and they had to consider moving back to Japan. Then the man named Takahashi swooped in and hired her dad and her parents found common ground again after the play. Yumi thought her parents would be fine after that and they were, for a while, until Dad got the promotion five months ago. Everyone was overjoyed at first of course, but then he started working later and becoming ornery when asked about work. The monthly trips to Japan dragged on, and eventually Dad returned looking pale and shaken up. The invasion of work life into home life only served to unnerve and make her mom progressively grumpier.

The arguments came back slowly, gathering steam, until one day the tension just blew. At first Yumi and Hiroki tried mediating again, but after a few sessions where they were thrown out of the room and where they actually made things worse, the siblings just settled on an unspoken agreement to avoid their parents until things calmed down. They did manage to forgive each other. Besides, by now the siblings could recite the usual comebacks and snide comments off the top of their heads at a moment's notice- often before their parents even shouted it.

"Yumi?" Hiroki asked around a numb mouthful. When she didn't respond, Hiroki frowned and snapped his fingers in front of her face. Yumi blinked rapidly and shook her head.

"Huh?"

"You hit your head hard or something?" her brother teased with a laugh. "You look so far away! What were you thinking about?" The slight frown between his brows and worried slant of his eyes betrayed that he already knew the answer despite his light hearted voice.

It wasn't fair. He was only twelve. He shouldn't be able to guess that kind of shit yet.

Yumi smirked and flicked some nuts at him off the top of her scoop. "Thinking about how I'm gonna repay you for teepeeing my room, you little gnat!"

Hiroki squealed a little at the nuts. "You'll never top me!"

"Well half the fun's in trying now isn't it?"

Raucous laughter interrupted whatever Hiroki was going to say. The source soon revealed itself to be a discordant gang of boys dressed with a lot of blue and silver in the form of scarves. They jostled and shoved each other roughly outside before jumping over the railing that separated the patio from the street. That was when she spotted three girls included in the group being just as rough as the boys. All their clothes were worn and faded. Many had stitches or patches and spoke with the tell tale bawdiness garnered by living near the wharf of the Seine. Some even had accents telling of births outside of the Paris region and outside France as a whole.

"Whoa! Is that-"

Yumi shook her head sharply before smiling at Hiroki's rather disgruntled glare. "So how're you and Milly coming along?" she asked sweetly.

The boy blushed and glared more. "How're you and _Ulrich_ coming along?" he asked in reply, tucking his hands daintily under his chin and batting his eyes.

Now it was Yumi's turn to blush. _Walked right into that one_.

"We're around," she said vaguely with a dismissive wave of her hand.

Her attention drew back to the gang from the corner of her eyes. She couldn't help it. She just felt uneasy if she didn't reassure herself they weren't doing anything. The proudly displayed blue and silver all but shouted their identity. The other half of the rising gang tensions- the Leviathans.

"Heeey pretty lady!"

_Speaking of sea monsters…_ Yumi turned to see Sissi glowering down at a dark skinned boy lolling over the back of his chair and on the black railing.

"How _you_ doin'?" An arrogant jerk of a square chin.

Hiroki snorted. "_Ohmigawd_ are you serious?"

Sissi seemed to share his thoughts. "Excuse me? Are you talking to me?"

The boy ignored the snickering of his friends and made a very visual appraisal. "Well I'm lookin' atcha ain't I?"

Sissi barely even let him finish talking. "That's funny. Because you know what?" She leaned in closer. "Girls with _asses_ like mine don't talk to boys with _faces_ like your's." With the perfect timing of an actress, she humphed snootily and flounced into the shop, nose in the air.

"Man she got you _good!"_ chortled a Eurasian girl with shot, choppy hair and a scarf around her forehead.

"Bitch shut up!"

"Ass."

"Whore!"

"That ain't what your mamma was sayin' last night!"

"_OOOOHHH!"_ The girl was treated to a round of high fives while the boy was jostled again roughly. When he stood up, eyes locked on Sissi's back, Yumi felt the hairs of her neck stand up in alarm and she immediately searched for Sissi. She hated the girl but she'd never forgive herself if she just sat by and did nothing while-

"Boy where d'you think _you're _going?" clucked the girl impatiently.

Yumi looked back to see the girl snapping her fingers at the boy. "Sit yo' ass down." The edge in her eyes didn't leave room for argument. The boy glared but sat, grumpy, arms over his chest. That hard look disappeared as he grumbled.

"Man, whatever. Stuck up bitch."

Yumi relaxed again and glanced over at Sissi. Wrong timing.

"What're you looking at?" she screeched at the staring Ishiyama siblings. "Dork!"

"Aaand _that_ would be our cue to leave," Yumi said dryly, ignoring Sissi completely as she stood up and crunched down on her waffle cone. Hiroki followed her obediently, sticking his sugar sparkled tongue out at Sissi.

Some blocks away the siblings ran into a certain bespectacled blond boy looking dazed as he walked down the street.

Yumi smiled. "Jeremie! What're you doing alone out of your dorm for once?"

Jeremie jumped at the shout before looking over sheepishly. "Hey Yumi. Hiroki." He held up a bag that proudly proclaimed itself to be the best store for anyone's electronic needs. "Ran out of CDs so I bought some more since I still had some money left over."

"Where's Aelita?" Hiroki asked, blinking. "I think this is the first time I've seen you without her!"

"Oh." Yumi noted that Jeremie sounded a little put out. She had the knowing smile with one hand, pretending to scratch an itch on her cheek. "She's in the music room playing around with the mixer board. William promised to help her work out something with the new program he bought."

* * *

"That sounded great!"

Aelita smiled shyly as she lowered her headphones. "You really think so, William?"

"Yeah, totally," the dark haired boy said with a goofy grin on his face. The tip of his tongue

peeked out of the corner of his mouth as he leaned forward in his seat, fiddling with something on his laptop as he squinted at the screen. "Come over here and let's see what we can do with this baby."

Unseen, a smoky tendril oozed out from an outlet behind the set of timpani drums to pool onto the ground. It pulsed in sync with the heavy bass that started thumping across the speakers, growing in height as it did. By the time the first synchronized notes of the melody started the black smoke had solidified and formed a rough, predatory shape that slinked across the floor with catlike grace.

The two teens never noticed, absorbed as they were Aelita's song. At least until the spectre pounced onto Aelita's back, snarling. She screamed as she was knocked onto her side, head glancing off the side of the desk.

"Oh fuck!" William leapt out of his seat and, without thinking, snatched the headphones off his head to smash across the big cat's head right in the ear. It fell aside with a yowl and shook itself. William grabbed a chair and smashed it into its shoulders. Another curse left his lips as the thing turned to static.

"Aelita!" he turned to the girl, picking up one of her arms to sling over his shoulders. She groaned, dazed. He could see a bruise starting to form against her temple. "Aelita, come on, we gotta get out of here!"

Aelita blinked blearily and managed to shakily get to her feet into a half running- half stumbling gait. William led them out of the room and took shelter outside behind the steps leading up to the main door.

He lowered her carefully onto the grass and grabbed her face to look up at him. "Look at me, Aelita. Look at me," he said, lightly patting her cheek. "You okay?"

She blinked again and shook her head, winced, and reached up to press her fingers against her temple. "Oh God. What was-" Her eyes went wide and her lips formed a whisper, "XANA."

William furrowed his brows at her weirdly. "What're you talking about?" He shook his head. "That fall must've given you a concussion. We better get you to the infirmary before-"

"No! No I have to-" Her voice cut off as she stood too fast and stumbled aside, hands flying out to grab onto the railing of the stairs. William quickly reached over to catch onto her elbow but Aelita brushed him off before jogging forward with a purposeful, if somewhat zaggedy and drunken, line. "I have to go!"

The dark haired boy ran forward again and grabbed her, a scowl on his face. "That bang must've shaken something loose. We have to get you to the infirmary! You can barely walk straight!"

She scowled too and yanked her arm out of his grip. "You don't understand! This is important; I don't have time to stand here trying to explain-" Her fingers fumbled in the air for a moment before grabbing onto her cellphone and pressing a speed dial. William scowled even deeper.

"Hey you didn't-"

"Jeremie!"

The doors to the music building burst open and the panther ran out, tail lashing angrily. Fierce eyes turned to the two teens and it let out an electric sounding roar before darting after them.

William held his hand out in front of Aelita and crouched, ready to fight the thing off, but Aelita just grabbed onto his arm and started tugging him away in a sprint. Thankfully the boy decided keeping her upright was more important than fighting or arguing his case and he quickly ran after her.

"We got trouble!"

* * *

"I still don't know why I'm here," Ulrich declared loudly. He was spinning himself in one of

the rolling chairs of the computer lab, his arms clasped over the back and his head hanging backwards.

"You're here because you're my very good best buddy and I need someone to talk to while I edit this video!" Odd declared with a wide, award winning grin. Ulrich snorted loudly and extended his feet out as the chair came to a gradual stop.

At that moment his phone vibrated and rang loudly, demanding immediate attention. Ulrich sighed in exasperation and picked it up. "Yello?"

"Ulrich!"

Odd's ear pricked up at the sound of Jeremie's breathless voice and Ulrich sat up a little straighter. "Jeremie? What's up?"

"XANA attack! Factory! Now!"

The two friends had already packed up their things before the sentence was even over and ran out the room so fast that their chairs were left spinning.

Outside, they ran flat out for the woods. At least until a familiar scream stopped them dead cold. The flash of pink hair was all that they needed to convince them to change direction immediately.

"Aelita!" Odd yelled.

Ulrich looked taken aback at Aelita's companion. "William?"

"Run!" the two screamed, waving their arms in front of them hysterically. The confused expression on Ulrich and Odd's face melted away into a collective _oh shit_ moment and the two quickly turned tail and ran.

* * *

If there was one thing that the years of constant XANA attacks in inappropriate situations had taught the Lyoko warriors, it was the ability to think fast and on the fly. Getting rid of Hiroki was always a pain in even the best of situations, and when the sixth grader saw the two older students' faces turn pale he immediately latched on with questions after the two shared a knowing and panicked glance.

"What's happening?"

"Hiroki we need to do something so just go home okay?" Yumi said slowly, trying to sound reasonable. Her brother only glowered.

"Why'd you two look at each other like that?"

Jeremie said the first thing that came to mind as he turned to start jogging away. "Odd ate something weird and we need to go help him."

"No way!" Hiroki called out as Yumi ran after Jeremie. "Kadic's in the other direction!"

"He was in the park!" Yumi yelled back. Hiroki grumbled something unintelligible and crossed his arms moodily over his chest. Then Yumi grabbed Jeremie's elbow and pulled him into a full run.

* * *

They attempted to take shelter within one of the school buildings first, but the fact of the matter was, a polymorphic spectre could pretty much slip through any kind of crack. After one very close call that ended up requiring Ulrich getting his jacket shredded, the teenagers took to the woods.

"This is stupid we're gonna get all of our asses chewed out the way we're going!" Odd shouted as he half jogged half carried Aelita.

"Well, you got any better ideas, big man?" William shouted up, glancing over his shoulder where he could see the dark blur of the spectre flitting through the trees.

"Nobody asked _you_, Dunbar!"

"Wait a minute- No, you're right. We need a diversion," Ulrich said, dropping back to his friends from ahead.

William sped up next to them, puffing softly. "I don't suppose _this_ is when you guys decide to fill me in on what's going on?"

"It's a long story," Aelita replied, cringing a little as she pressed the heel of her palm against her temple. That fall from earlier really did something. "We'll tell you after."

"_Back to the matter at hand_," Odd said pointedly, looking at Ulrich. "What's the plan?"

"You and Aelita go on ahead to the factory," Ulrich said, motioning ahead. "William and I'll stay behind and deal with Sylvester back there."

"_You _and-" Odd glanced back at William, who was looking over his shoulder again with a scowl. He sighed and nodded to Ulrich. "Yeah. Got it."

"Good." Ulrich grabbed onto William's jacket sleeve and immediately pulled them aside into the bushes.

"I hope the plan goes beyond just running off in a different direction," William huffed.

Ulrich grinned at him. "Now _we're _gonna split up and make as much noise as we can to make Miss Kitty Cat think Odd and Aelita are still with us."

* * *

Wanre knew something was wrong before the kids showed up. The warning alarm from the supercomputer made sure of that. He was already sitting up at attention when Jeremie ran into the lab.

"Hurry into the scanners!" the blond yelled the moment he attached the microphone headset to his ear. "Odd and Aelita will be here any minute and we gotta deactivate that tower before Ulrich and William dig themselves even deeper."

_Who the hell was William?_ Wanre snorted quietly. That wasn't important. With a shake of his head, he leaned back against the wires with his hands resting on his stomach and watched the battle take place on the huge, holographic sphere that had appeared above the terminal. _So that was how they saw everything… _Really, it was cheating. What he would do to have a map that gave away every position on every path of a sector…

"Alright Odd and Aelita are coming down your way, Yumi. Get ready-"

Keyed in commands and verbal activation were the key to getting back to Lyoko. Nice to know. Then the problem would be getting the codes. Maybe he could force the boy to key it. Though it could be just as likely that the boy would mess it up and trap him between worlds and he wouldn't be any wiser until it happened. There'd be no way avoiding it unless…

Wait. They were making their way to the tower awful fast. Monsters were being thrown at them but not in any sort of plan that he could see. Just obstacles to slow them down and even then the humans were making their way through them like a hot knife through butter. Was this just another side mission? Thrown at them to keep them busy? His Master did that sometimes- This would be a whole lot more comforting if they could just _talk_.

* * *

Upon reflection, Ulrich realized that playing hide and seek with a puma (even if it was a spectre puma) in the woods was the stupidest idea he could have come up with. Then again, the choice was either that or run across campus with it snarling in chase.

The brunette shoved himself up against the scratchy bark of a tree trunk, holding his breath for fear of giving away his position. In the relative silence of the woods, every sound seemed twice as loud than usual. Not that being stalked by a cougar made of smoke was usual. He could hear it growling as it searched for him, leaves rustling as it passed through the undergrowth. There hadn't been time to climb a tree.

He and William had split up the moment they could- William veering towards the sound of the street and Ulrich deeper into the woods. The puma had gone after William first. The older boy's crashing had been louder. But, after a while, just when Ulrich had doubled back to the manhole, the damned thing had burst out of the bushes to chase him down. He hoped the other boy was okay. As much as he disliked the guy he'd never forgive himself if he got killed trying to help them.

The growls grew softer. Ulrich relaxed, his held breath seeping out of his mouth slowly. Bits of bark fell away under his fingers as he inched around the tree, peering around just to be safe.

Nothing. The woods were silent. _Completely_ silent. Ulrich froze. Breath tickled the back of his neck and a soft hiss reached his ears.

_Fu-_

Bark exploded above his head as he dropped to his feet. The spectre had slammed a giant, clawed paw into the tree and roared. Ulrich scrambled to his feet, slipped on the grass, and rolled onto his back just in time to curl his knees up to his chest. The weight of the puma almost crushed him into the ground as he kicked out with all his strength, sending the spectre into the tree with a loud _thud_ and causing its body to explode with static.

"Ulrich! Get up!"

Ulrich's face pinched up and his brows furrowed as William appeared in front of his face, grabbing his hand and forcefully pulling him onto his feet. The raven haired boy's shirt was torn to shreds at the front and four red welts oozed blood.

"Damn, what happened to you?" Ulrich asked, swaying on his feet.

William winced and smiled painfully. "Didn't run fast enough. Speaking of running-"

Ulrich shoved a hand out in front of the other and crouched, his other hand held up in a fist. The spectre had struggled back to its feet and hissed at them, tail lashing. Then, inexplicably, its body dissolved in smoke and took flight, shooting through the woods.

William laughed, clapping Ulrich on the shoulder. "Look at that! That kick of your's must have scared it off!"

"Maybe." Ulrich frowned. Had they already deactivated the tower? But, no, the Return to the Past hadn't been activated. There was no bright flash of white light. "No, something's wrong."

* * *

"What the heck-" Sparks danced all along the terminal, making the sphere flicker and static. Jeremie stood hesitantly. "Guys, any second now a tower deactivation would be _really_ handy!"

"We're almost there!" Yumi called from the speakers.

Wanre growled quietly, shifting away from the counsel as the arcs of electricity continued with an unnerving hum. Jeremie glanced at the boy for a split second before moving behind the chair, legs tense. "XANA's spectre just appeared in the lab and I _really_ don't want to know what its thinking of doing!"

The shapeless mass twisted in on itself, forming first a head, then a torso, then long, spindly limbs. A toothy grin split the knob of a head and XANA's eye appeared over its top half. Out of the corner of his eye, Jeremie saw Wanre stand immediately, back and shoulders straight, legs apart- a soldier's stance- something that evidently caught the spectre's attention well. It hissed in pleasure, floated toward him half a foot, then turned abruptly and shot its clawed hand out. Bolts of electricity arched out, striking the blond so hard that he screamed and lifted three feet up into the air before slamming into the wall.

* * *

The hair all along his limbs and the back of his neck were standing on end. The hum of electricity filled the air. The spectre turned its head to stare directly at him.

"Jeremie?" The Cat was yowling in concern. "Jeremie hold on!"

"Odd shoot me I'm going back!"

A deep ache had appeared in his head and he grunted, falling to his knees in a sudden wave of dizziness. "Ma-Master." Wanre whispered, forcing himself to look up. His vision was turning blurry and black at the edges. "H-Help." The spectre tilted its head and raised its hand.

"She's in! She's in!"

_No!_ The spectre pulled back with a discordant, hissing scream that made his head throb. _No, please_-

That clawed hand was pointing somewhere, jabbing urgently. Wanre narrowed his eyes, forcing his gaze to focus past the blurs. Up, up above in the rafters, nearly hidden by the long arm of the counsel. When he looked back, the spectre lifted that long talon to where a mouth should have been.

_Ssshh_… it said.

_What? Why? Why keep quiet?_

"Tower deactivated."

The smoke dissolved away. Instantaneously, so did the pain in his head. Wanre shoved himself back against the wires, curling into a ball, mind whirling.

A ladder. A way out.

A new hiss echoed through the room and the elevator opened. The Japanese girl ran in straight for the blond and he could hear her gasp his name and shake him. When he didn't wake, she stomped over to Wanre and shouted, "What happened?"

Wanre looked up at her with one eye over a broad shoulder. Then looked at the unconscious blond and the two other warriors who quickly made their way out of the elevator before answering, "A painful shock."

"I swear if you had _anything_-"

"What can I do?" the monster asked, facing her and lifting up his bound hands. "Tied and confined here in my little corner. I can't so much as piss in the proper direction without asking for help."

"XANA didn't try?" That would be Pinkie, cradling the slowly recovering shock victim against her chest. The Cat was next to her, fingers against their charge's neck.

The words came unbidden to his tongue, bitter and remorseful. "Does it look like it?"

When Moody turned back to look at the others and expressions of befuddlement and relief appeared on their faces, Wanre turned his head away, carefully schooling his expression blank. _Keep quiet_, the Master said. _Keep quiet. Get out. _Wanre was on his own in this strange, new world.

* * *

_A/N_: _Long time no see. Sorry about that. First year of college was a bit of an asskicker combined with the longest writing block ever. Thanks for sticking with me this long, folks. Please remember to review; I try to respond to reviews over PM! Much appreciated.  
_


End file.
